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ACCOUNTING

Best Practices of Board Chairs

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If we look at chairing the corporate board as a distinct job, what are some of the best practices that go into its job description? According to people who work with boards for a living, the effective chair should do the following:

  • Both set and stick to the board agenda. "The chair must be the one who actually sets the board's agenda for the meeting, but after soliciting other directors on what they want to see covered," says Stephanie Joseph, of the Director's Network in New York. For the combined CEO/chair, this means knowing who your informal "lead director" is and valuing his or her views. "The lead director is the voice of the independent board member ... you need to make sure these are being considered."
  • Be able to move beyond details. Corporate detail is, of course, the domain of the CEO, the company's top manager. But the chairman must be able to disengage from this day-to-day detail to speak in the more strategic, detached frame of mind of the other board members. "The excellent chair has an ability to stay above detail, to think at the big-picture, strategic level," says Louise Corver, president of Corporate Learning and Development. "They keep strategic vision but can also get their hands dirty if need be, knowing both the vision and how to fulfill it." Balancing this almost schizophrenic split is one of the CEO/chair's toughest roles.
  • Build unique relationships with each board member, and use them to shape consensus. Corporate directors are proven achievers and may have egos to match, so "individual communication is important," says Dee Soder, founder of the CEO Perspective Group. "But even more, each director must feel that he or she is receiving individual communication from the chair, which can be two different things." Try handwritten follow-up notes or personal calls to directors. "Tell them that you know they'd want to discuss this, or that you wanted to run this or that by them."

Copyright © 2000 Ralph Ward's Boardroom INSIDER




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