Director’s Diary: Setting out your stall as a new Chair.

Director’s Diary: top governance insights designed to get you thinking as part of your governance role– brought to you by The Corporate Governance Institute co-founder David Duffy.

You only get one chance to make a first impression, so as a new chair, you should think about this well before you take control of your first board meeting. The chair’s role is very different from being, for example, an NED. Being a chair can sometimes feel lonely; your relationship with other board members is different, with a sense of hierarchy you might not have felt before. 

However, always remember that the buck stops with you when you’re chair. 

Here are some of the actions I would do before your first meeting.

1. Meet with the previous chair to understand any challenges they had. Were there complications with the board process or particular individuals? If so, what would the previous chair do differently if they were to take on the role again? 
2. Meet each board member individually, the CEO if they’re not on the board and, of course, the company secretary to understand their skills and experience (i.e., bench strength) and any suggestions they may have for improving board performance.
3. Review the last board and director evaluations to get insights on areas for board improvement and individual director strengths and weaknesses.

All this information will help you in preparing for your first board meeting.

Meanwhile, as a new chair, you should set out your stall and set the scene for how you want to run the board meetings.

1. Communicate your style as a chair. This could include:
   1. Explaining your values and motivations
   2. Being open, explicit, structured and inclusive
   3. Valuing, nurturing and engaging board members
   4. Encouraging active listening and self-awareness from everybody
   5. Be clear from the start that you have a low tolerance for board members who don’t prepare for board meetings
2. Be clear about your expectations of your fellow directors. This would include;
   1. Being prepared for board meetings – board papers taken as read.
   2. Treating hybrid meetings with the same importance as in-person meetings. 
   3. Encouraging active participation
   4. Valuing listening and speaking equally
   5. Fostering constructive and intelligent challenge
   6. Ensuring mutual respect and collegiality
   7. Ensuring adherence to the policies and procedures in the governance handbook, including confidentiality
3. Set out your priorities for the year ahead. These, of course, would need to be discussed and agreed with the board before further action is taken, but it’s incredibly valuable to show your board that you have thought through the company’s short-term future and have a solid idea for direction. 

By carrying out the above actions, you are putting your colleagues on notice that there is a new game in town but simultaneously establishing yourself as a go-to, a point of structure for busy periods ahead. It sets the scene for more productive board meetings. 

There is no “I” in team.

Director’s diary