The Board Chair is often seen as a meeting facilitator. In reality, the Board Chair responsibilities are far greater than that. The Board Chair maintains focus on what is best for the company or organization. He/she facilitates good board leadership and governance and sets the tone for the meetings. Working collaboratively with the CEO or Executive Director, the Board Chair molds the board’s culture and work. An effective Board Chair influences the direction and priorities of the board. It’s an active role that engages the board members, building upon each member’s individual strengths.
Board Chair responsibilities are designated to meet the needs of the organization and vary accordingly. The following descriptions reflect common Board Chair responsibilities:
Meeting times with the full board present are limited. The short time frame to conduct important work sometimes makes interactions between board members tenuous. The board may not have adequate meeting time to resolve issues. An effective Board Chair keeps the board focused on issues by designating work that could be more effectively addressed in committees. The Board Chair is a leader who keeps full board work focused on the organization’s mission, vision, and strategic direction.
The Board Chair works collaboratively with the CEO or Executive Director and the Secretary to establish meeting agendas. The agenda should include the purpose of the meeting and the items for discussion. The agenda provides structure for the meeting, helps the Board Chair to control the meeting efficiently, and keeps the meeting moving along.
Serving as leader and facilitator, the Board Chair presides over Board and Executive Committee meetings and calls special meetings as necessary. The Board Chair actively engages the board members, encouraging them to participate and share information. Using the agenda as a guide, the Board Chair moves the board towards decision making and closes the meeting on time.
Working jointly with the CEO or Executive Director, the Board Chair recommends committee chairs for board approval. The Board Chair guides the Committee Chairperson to align committee work with the organization’s vision and goals and serves as ex-officio member of all committees. The CEO or Executive Director works with the Board Chair to select committee members.
CEO/Executive Director Relationship
The board chair has a key relationship with the Executive Director that is built on mutual trust and respect. The Board Chair acts as a sounding board for the CEO or Executive Director regarding emerging issues or potential problems. They share a common understanding of the organization’s goals and strategies and work together to achieve the goals of the organization. While they work closely together, the organization by-laws should clearly define the responsibilities of each role. In addition to appointing committee chairs and members, the Board Chair and Executive Director orient new members, prepare strategic agendas for meetings, and act as spokespeople for the organization.
CEO/Executive Director Performance Appraisal
The Board Chair is tasked with coordinating the CEO or Executive Director’s annual performance appraisal. As consistent with Board policy, the Board Chair appoints a committee and sets the parameters for the evaluation and performance review.
An effective Board Chair sets a positive, energized tone for board meetings. By modeling, articulating, and upholding the rules of conduct that are outlined in the by-laws, the Board Chair sets a high standard for board conduct. The Board Chair addresses issues regarding confidentiality, conflict of interest, and other pertinent board policies.
Board Learning and Development
The Board Chair takes a lead role in recruiting and developing new board members. She assists the CEO or Executive Director in orienting new board members to the board. The Board Chair leads board development by helping board members assess their knowledge and strengths. The Board Chair looks for opportunities for continuing education for board members to develop their individual or collective skill sets.
An important duty of a newly appointed Board Chair is to identify and recruit a potential candidate to secede her. This is an important step that ensures board continuity and a smooth transition towards future board leadership. The Board Chair mentors the chair elect in conducting her duties.
Periodically, the Board Chair coordinates a process for board self-evaluation and implements recommendations for improvement. This may take the form of an organizational meeting or strategic planning meeting. Part of this process involves getting feedback on his or her performance as Board Chair.
The Board Chair has responsibilities outside of a board meeting as well as during the board meeting. Prior to the board meeting, the role requires working with other officers to set and distribute the agenda. During the board meeting, the Board Chair facilitates the meeting and keeps the board moving towards its goals. Outside of meetings, the Board Chair has many more responsibilities including working with committees, developing the board members’ skills, and planning for succession. An effective Board chair embodies the spirit of the organization and continually keeps the integrity and goals of the organization at the forefront of every decision that she makes.