Key Responsibilities and Required Skills for Chair

🎯 Role Definition

The Chair (Board Chair / Chairperson) leads the board of directors and partners with the CEO and executive team to set and oversee long-term strategy, ensure robust governance and compliance, manage board effectiveness, and represent the organization externally. The Chair balances strategic leadership, fiduciary duty, and stakeholder stewardship to drive mission impact, sustainable growth, and organizational resilience.

📈 Career Progression

Typical Career Path

Entry Point From:

Experienced Board Member (Independent or Executive)
Chief Executive Officer (CEO), President, or Managing Director
Senior Executive (CFO, COO, Head of Strategy) with board experience

Advancement To:

Chair of larger or multi-national boards
Lead Independent Director or Non-Executive Chair across sectors
Board Leadership roles across networks, councils, or international bodies

Lateral Moves:

Committee Chair (Audit, Governance, Risk, Compensation)
Non-Executive Director on additional boards
Advisory roles to private equity, NGOs, or governments

Core Responsibilities

Primary Functions

Provide visible and strategic leadership to the board, set the board’s agenda in partnership with the CEO and secretary, and ensure meetings focus on long-term strategy, risk, and performance rather than operational detail.
Act as the principal liaison between the board and the CEO: coach, appraise performance, facilitate constructive challenge, and support succession planning for the CEO and senior executives.
Ensure the board fulfills its fiduciary duties by overseeing financial stewardship, approving budgets and major capital allocations, and monitoring financial performance and internal controls.
Lead the development, approval, and periodic review of the organization’s strategic plan, ensuring that the board holds management accountable for execution and measurable outcomes.
Oversee governance frameworks, ensuring the board complies with regulatory, legal, and best-practice governance standards and that board policies are current and enforced.
Chair board meetings effectively: set clear objectives, drive focused discussions, manage differing views, build consensus, and ensure timely and documented decisions.
Lead board recruitment, nomination, and succession processes to maintain a diverse, skilled, and engaged board that reflects the organization’s strategic needs and stakeholder expectations.
Evaluate board performance regularly through structured reviews, facilitate director development and onboarding, and implement action plans to strengthen board effectiveness.
Oversee risk management and compliance frameworks by ensuring adequate systems are in place to identify, mitigate, and escalate material financial, operational, reputational, and strategic risks.
Drive stakeholder engagement strategy: build and maintain relationships with investors, major donors, regulators, key partners, and community leaders to safeguard the organization’s reputation and strategic interests.
Set the tone at the top on ethics and culture: promote integrity, transparency, and accountability across the organization and ensure mechanisms exist to address conflicts of interest and whistleblower concerns.
Lead and coordinate crisis governance: provide decisive leadership in emergencies, coordinate board-level response, and ensure clear communication with stakeholders during periods of disruption.
Oversee compensation and performance frameworks for senior leadership (often via compensation committee): ensure alignment with strategy, market practice, and long-term value creation.
Ensure effective committee structure and oversight by establishing clear committee charters (audit, risk, remuneration, nominations) and ensuring committees deliver timely reports and recommendations to the full board.
Champion diversity, equity, and inclusion at board and executive levels by promoting inclusive recruitment, reviewing policies, and monitoring progress against diversity objectives.
Represent the organization externally at industry forums, investor meetings, fundraising events, and public engagements to amplify mission, attract support, and develop strategic partnerships.
Lead mergers, acquisitions, major partnerships, or restructurings at the board level: evaluate strategic rationale, approve terms, and oversee integration or divestiture governance.
Ensure robust succession planning for the board and executive team, including emergency succession protocols and long-range talent pipelines for critical leadership roles.
Oversee the board’s information flow and governance technology: ensure directors receive timely, high-quality materials and that the board utilizes secure tools for collaboration and document management.
Foster a culture of constructive challenge and mutual respect on the board: encourage rigorous debate, ensure underrepresented views are heard, and balance executive empowerment with accountability.
Monitor and approve major policies affecting organizational risk and compliance (e.g., financial policies, risk appetite statements, code of conduct, crisis management plans).
Approve and monitor major capital projects, fundraising targets, investments, and endowment strategies to preserve financial health and mission sustainability.
Serve as an escalation point for major stakeholder issues or governance disputes and facilitate mediation or resolution when needed.
Ensure transparency and timely disclosure to regulators, funders, and stakeholders, including managing reporting obligations and material communications.

Secondary Functions

Support preparation and review of chair’s briefings, board papers, and performance dashboards to ensure directors have the information needed for decision-making.
Mentor and develop board members and senior executives through coaching, feedback, and leadership development initiatives.
Facilitate board retreats and strategy sessions to deepen alignment and accelerate strategic planning cycles.
Participate in fundraising and major donor stewardship; personally engage top prospects and cultivate philanthropic support where applicable.
Collaborate with the board secretary to refresh governance policies, bylaws, and charter documents in line with evolving compliance requirements.
Work with the CEO and CFO to review enterprise risk registers, audit findings, and remediation plans between formal board meetings.
Advocate for the organization in policy and regulatory consultations, representing the board’s strategic priorities to external stakeholders.
Coordinate with legal counsel on matters of liability, indemnity, conflict-of-interest, and major contracts requiring board approval.
Support development of succession documentation and continuity plans in collaboration with human resources and executive search partners.
Participate in external benchmarking of governance practices and adopt board development best practices from peer organizations.

Required Skills & Competencies

Hard Skills (Technical)

Board governance expertise: deep understanding of corporate/nonprofit governance frameworks, bylaws, and regulatory compliance obligations.
Financial literacy and oversight: ability to interpret financial statements, oversee budgets, understand audit reports, and assess financial risk.
Strategic planning and oversight: experience in developing, approving, and monitoring multi-year strategic plans and KPIs.
Risk management and compliance: knowledge of enterprise risk frameworks, compliance programs, and crisis governance.
Legal and regulatory knowledge: familiarity with relevant corporate law, fiduciary duties, statutory reporting, and sector-specific regulations.
Mergers & acquisitions / partnership governance: experience assessing transactions, due diligence oversight, and integration governance.
Fundraising and stakeholder capital: proven ability to engage investors, major donors, and institutional funders (for nonprofits or mission-driven orgs).
Performance management frameworks: experience with executive appraisal, incentive design, and succession planning methodologies.
Board evaluation and development: proficiency with board assessment tools, director on-boarding programs, and governance improvement plans.
Public representation and media engagement: capacity to represent the organization externally, deliver speeches, and manage reputational messaging.
Data-driven decision-making: familiarity with dashboard metrics, performance analytics, and management reporting that inform board decisions.
Governance technology and secure collaboration tools: practical knowledge of board portals, secure document sharing, and virtual meeting best practices.

Soft Skills

Strategic leadership and vision-setting with the ability to translate long-term objectives into board priorities.
Exceptional communication: clear, persuasive public speaking and concise written reporting for board and external audiences.
Strong judgment and integrity: sound ethical standards, confidentiality, and proven fiduciary mindset.
Facilitation and consensus-building: skill in managing diverse viewpoints, mediating conflict, and guiding the board toward decisions.
Emotional intelligence and diplomacy: ability to manage sensitive interpersonal dynamics with tact and empathy.
Decisiveness and resilience under pressure, including during crises or complex negotiations.
Active listening and critical thinking to probe management plans and ensure robust challenge.
Collaborative mindset: works effectively with the CEO, senior leadership, and committee chairs to align governance with execution.
Coaching and mentoring orientation to develop board and executive capabilities.
Cultural awareness and commitment to inclusion, ensuring diverse perspectives are integrated into governance and strategy.

Education & Experience

Educational Background

Minimum Education:

Bachelor's degree in Business, Law, Public Policy, Finance, or relevant field.

Preferred Education:

Advanced degree (MBA, JD, MPA, or equivalent) or executive education in governance/board leadership.
Professional certifications (e.g., Director Certification, Chartered Director, NACD, IoD) a plus.

Relevant Fields of Study:

Business Administration
Law / Corporate Governance
Public Policy / Nonprofit Management
Finance / Accounting
Strategy / Organizational Leadership

Experience Requirements

Typical Experience Range: 10+ years in senior executive leadership, substantial board-level experience (often 5+ years as a director or committee chair).

Preferred:

Prior Chair or Lead Director experience strongly preferred.
Demonstrated experience overseeing finance, risk, and legal/compliance functions at an executive or board level.
Track record of effective stakeholder engagement, fundraising or investor relations, and public representation.
Experience in the organization’s sector (corporate, nonprofit, higher education, healthcare, or government) is highly valued.