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Recognising and addressing the challenges of an under-performing board chair

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Kieran Moynihan

Managing Partner, Board Excellence


The board chair’s leadership and contribution represent the most critical factors which influences a board’s effectiveness, governance and performance


There is often an implicit presumption that an experienced board chair with decades of board and executive experience will inherently be a strong board chair. In reality, a board chair is no different from any CEO or non-executive board director – every board chair, irrespective of their track record, needs to continually demonstrate outstanding leadership and set the example for their fellow board members, executive team and across the whole organisation.


At the cornerstone of exceptional board teams is an exceptional board chair who sets the bar very high in terms of the board composition/diversity, the contribution of each board member, the board dynamics, work ethic, oversight and safeguarding of the financial and sustainable future of the organisation. Another key aspect of this is the key role of the board chair in setting the performance culture for the board whereby he/ she is “walking the talk” in terms of annual board member/chair evaluations and regular external board evaluations. I always find it incredibly ironic where you have a board chair presiding over a complex rigorous performance assessment process for the CEO, executives and the whole organisation’s employees who feels it is somehow not appropriate for the board chair and board members to have any performance assessment! Not quite the example a progressive outstanding board chair should be setting in 2020!


Where there are genuine issues with the board chair’s leadership and performance, it is important for the other board members to thoughtfully assess this and through the appropriate mechanisms outlined above to work through the board SID or Vice-Chair to sensibly face up to these issues. This is unquestionably one of the most complex and difficult issues to address in a board.


Shareholders and Stakeholders have entrusted a critical responsibility to each board director to “do the right thing” at all times and facing up to an underperforming board chair, despite the challenges and natural reluctance to grasp this nettle, is one of those responsibilities for the collective board members.


Read the full article below.



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