While Governance is a collective endeavor, the role of the Chair of the Board is decisive in shaping how effectively the Board fulfills its mandate. The Chair influences not only what is discussed and when, but also the quality of the debate, how disagreements are handled, and the timeliness of the Board’s key decisions. Even in a well-structured Board, the difference between mere formal oversight and true strategic contribution often lies in the quality of the Chair’s leadership.

In today’s business environment marked by complex risks, shifting expectations, and mounting performance pressures Boards face growing demands and increased accountability. A skilled Chair enables the Board to meet these challenges by fostering a culture of rigor, collaboration, and trust. By setting the right tone, prioritizing critical issues, and ensuring effective processes, the Chair unlocks the Board’s potential to create strategic value and support both the CEO and the organization.

Given the importance of this role, it is crucial to understand the traits and competencies that distinguish the best Board leaders.

1. Setting the strategic agenda for effective decisions

A meeting agenda is the Board’s real action plan. It determines the focus, rhythm, and impact of its deliberations. A strong Chair builds the agenda intentionally, ensuring that the Board’s time and energy are concentrated where they can add the most value.

Typically, the Chair works closely with the CEO, the Company Secretary, and other members of the Board to prepare the agenda. Formal items such as committee reports and regulatory updates are inevitable, but it is the Chair’s responsibility to ensure that strategic topics such as market shifts, capital allocation decisions, or turning points in the company’s trajectory receive priority.

The joint preparation of the agenda is also an opportunity for the Chair and CEO to align on priorities and ensure that Board members are well-informed and prepared for each discussion. A well-crafted agenda is the foundation of a productive and strategically focused Board.

2. Being a diplomatic and decisive facilitator
The best Chairs are attentive and diplomatic facilitators. They know how to give voice to quieter members, tactfully manage dominant ones, and maintain balance in discussions. When tensions arise, they demonstrate calm, curiosity, and emotional intelligence to manage differences and conflicts.

A good Chair listens carefully, respects diverse perspectives, and, when necessary, resolves friction outside the meeting room. When disagreements block progress, they bring the Board back together through mobilizing questions such as: “How can we bridge these positions?” or “What alternatives have we not yet considered?”

But they also know when it’s time to decide. Experience helps them discern when to keep exploring and when to conclude. The art lies in ensuring deep debate without paralysis, guiding the Board toward timely, well-informed decisions.

3. Being a collaborative partner to the CEO

The relationship between the Chair and the CEO is a cornerstone of Board effectiveness. It must be grounded in mutual trust, openness, and respect. When strong, the Chair becomes a trusted counterpart, helping the CEO to see issues in broader perspective and to anticipate how the Board might respond.

The Chair must also ensure CEO accountability by leading a structured and fair annual performance review. Involving an independent assessor, gathering input from all directors and the CEO’s direct reports, and translating that feedback into constructive recommendations are best practices that strengthen both the relationship and accountability.

4. Shaping the Board’s culture

A Board’s culture does not emerge by chance, it is built. And no one influences that culture more than the Chair. Their example in preparation, ethics, active listening, and respect for differing views sets the behavioral tone for everyone.

Seemingly minor choices like how much time is devoted to strategic issues, how disagreements are handled, or how meetings are planned shape the collective environment. Chairs who encourage informal moments of connection (breaks, shared meals) foster trust, cohesion, and open dialogue.

Culture is also reinforced by Board composition. Working with the Nominations Committee, the Chair can ensure that new members bring not only technical skills but also values and behaviors aligned with the organization. A strong, healthy Board culture is a true competitive advantage.

5. Leading with composure in times of crisis

In a volatile world, crises are inevitable such as sudden CEO departures, reputational scandals, or external events that threaten business continuity. In such moments, the Chair’s demeanor is critical. An experienced, composed, and perceptive leader provides confidence, ensures that the Board responds swiftly yet prudently, and offers stability to the executive team and stakeholders.

A good Chair does not merely react. They integrate crisis preparedness into the annual agenda, encouraging scenario planning and ensuring clear response plans are in place before they are needed.

6. Valuing and leveraging institutional knowledge

An effective Chair deeply understands the organization and its sector. Usually, this is someone who has served on the Board long enough to master its context and internal dynamics, thereby enriching strategic analysis and risk management.

When the Chair is relatively new, they should invest time in learning the company, market, and key stakeholders in depth, cultivating strong relationships with directors and the executive team. This network of trust is essential to lead the Board with both authority and sensitivity.

7. Commitment and availability

No Chair, regardless of talent, can succeed without dedicating the necessary time to the role. The intensity of commitment varies with the size and stage of the organization, but regular contact with the CEO and ongoing engagement in key matters are standard expectations.

During periods of strategic transition, leadership succession, or crisis, the role can become particularly demanding. Holding heavy executive positions or other conflicting responsibilities simultaneously may undermine effectiveness. The role requires flexibility, sustained attention, and genuine dedication to the organization’s mission.

8. Passion for the mission and a systemic vision

Finally, the best Chairs share two overarching qualities. First, a genuine passion for the organization’s mission. Those who assume this role without a deep belief in the institution’s impact will eventually lose alignment and the Board will feel it.

Second, the ability to think systemically and see the bigger picture strategically. The Board’s role is to define what results should be achieved, for whom, and to protect the organization from imprudent actions. This requires a holistic view, critical thinking, and the ability to connect scattered information to anticipate implications and safeguard the organization’s purpose.

When these traits converge, the Chair transforms the Board from a compliance body into a strategic asset, one capable of guiding, challenging, and supporting the organization with wisdom and integrity.