A board chair wears many hats, but two words that encapsulate the board chair roles and responsibilities are facilitate and leadership. Nearly every word spoken and every action taken by the board chair falls under these two fundamental roles.
For the board chair to be effective, their responsibilities must include navigating and developing relationships with the executive director or CEO, the board secretary, board committees, board directors and the community at large. The board chair is accountable to all of the above people and groups.
The board directors hold the expectation that the board chair will continually craft the necessary skills to meet the needs of the board, management and the organization. In the corporate world, the board chair serves as the direct link between management and the board directors. In the nonprofit sector, the board chair is the liaison between the board and the members of the organization, its donors and its stakeholders.
Bringing Your A-Game to Your Role as Board Chair in the Boardroom
As a primary leader, the board chair places the betterment of the organization at the heart of every decision, large or small.
Practically everyone the board chair comes into contact with in the role of board chairman seeks guidance and direction. Board chairs set the tone for the other directors and dealings with management, along with input from management, as they steer the work of the board in a collaborative manner.
The board chairman responsibilities require the board chair to be a visionary and a progressive thinker to stimulate board discussions about the vision and future of the organization. Robust board discussions and debates are necessary for identifying strengths, weaknesses, opportunities and threats (SWOT) in working toward the goal of strategic planning.
Fellow board directors and management alike will appreciate a board chair that has an approachable demeanor. Communication skills such as active listening and questioning are necessary qualities for board chairs to utilize in all settings.
The board chair roles and responsibilities require the board chair to hold high standards of character qualities. Peers and managers are sure to take notice of a board chair who models the highest degree of legal and ethical standards. Everyone values board chairs who exhibit high standards of integrity, honesty, transparency and humility.
Board Chairman Responsibilities Require Oversight and Facilitation Skills
While the role of the board chairman is an active role with many facets of responsibility, the bulk of responsibility lies in overseeing others and facilitating the efforts of the board so that it can do its own work.
Robert’s Rules of Order gives the board chair specific responsibilities, such as the following:
- Deciding on the time, location, and date of regular and special meetings
- Preparing the agenda
- Presiding over board meetings
- Overseeing committee meetings and acting as ex-officio
- Reviewing and signing the meeting minutes
- Recommending and appointing new directors, committee members and committee chairs
In addition to tending to designated board chair duties, the board chair should teach management and fellow directors about best practices for boards and encourage them to follow them.
The Board Chair Role Requires Building Multiple Key Relationships
Experienced board chairs know that the board chair role requires top-notch interpersonal communication skills for navigating relationships with management, the board, committees and the community. Here’s a snapshot of the board chair responsibilities as they pertain to various relationships:
Executive Director or CEO
Board chair roles and responsibilities include meeting with managers prior to the board meeting to get updates and information that the board needs in order to place their votes. The board chair and the executive director work together to develop the agenda with the help of the board secretary.
The board chair works in collaboration with the executive director to orient new directors to the board. When the executive director is not available for public comment or speaking engagements, the board chair takes responsibility to speak and advocate on the executive director’s behalf. The board chair also works with the executive director to make sure that board resolutions get carried out as the board expects.
The board chair has a direct role in overseeing the role of the executive director. The board chair takes responsibility for monitoring the executive director’s work, coordinating the executive director’s annual evaluation and overseeing the search for a new executive director as needed.
The board chair works closely with the board secretary on a regular basis. The board chair works in concert with the board secretary to review and store legal documents, review and sign board meeting minutes, prepare the agenda, deliver notice of meetings, prepare reports for distribution and record actions taken by the board.
It is the board chair’s responsibility to appoint committee chairs and committee members. The board chair takes responsibility for overseeing committee work and recommendations as an ex-officio member of all committees.
The bulk of the board chair’s responsibility lies with duties to fellow board directors. The board chair is the connection between management and directors for understanding new developments and key issues on which they need to vote. In addition, the board chair bears the responsibility for relaying any new legal or regulatory changes that may affect their votes and decisions.
As an overseer, the board chair is responsible for making sure that board directors carry out their roles and responsibilities, including making sure that the board performs a self-assessment.
The board chair who facilitates meetings by encouraging open communication and constructive debate sets the stage for a well-informed voting process. Quality board chairs will give all directors time to contribute their thoughts, ideas and opinions, facilitating the efforts of the group to do its own work.
The board chair should also designate time for board discussions without management present, so that board directors can speak their opinions freely.
Lastly, the board chair takes the lead in joining with fellow directors to celebrate and honor the hard work and achievements of the board.
Board chair roles and responsibilities extend into the community. For corporations and nonprofit organizations, the board chair is expected to be a community ambassador and an organizational advocate. To fulfill this responsibility, the board chair typically agrees to contribute messages for newsletters, the media and other publications. The board chair is also expected to cultivate relationships with donors, members, affiliates and other important stakeholders.
Board Chairman Responsibility for Mentoring and Succession Planning
No sooner does the board chair take the seat at the head of the board table than planning begins for succession to the next board chair. While it seems premature, the roles and responsibilities of the board chair are vastly different than other board roles. The board chair role requires skills in leadership, facilitation and oversight. The next board chair will be ahead of the game when the current board chair takes him or her under their wing to mentor and develop them before the time comes.