" Democracy is two wolves and a lamb voting on what to have for lunch "
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The Weight of Board Chairperson’s Role
Being a board chairperson is no easy task. Unlike other directors who may drift in and out of focus, the chair must remain fully engaged throughout the meeting. They must:
- Speak last, so as not to unduly influence the discussion.
- Read the board pack thoroughly and prepare in advance.
- Align with the CEO and company secretary on the agenda and desired outcomes.
The chair also carries the delicate responsibility of holding quiet but courageous conversations with errant directors or even with an errant CEO.
Mastering the Art of Facilitation
Perhaps the hardest role of the chairperson is facilitating board meetings effectively. This requires:
- Allowing every voice to be heard.
- Keeping strict control of time.
- Summarising diverse perspectives into a cohesive outcome.
Great chairs know that decisions must emerge from extensive debate, not from rushed conclusions.
Emotional Intelligence: The Chair’s Superpower
Technical knowledge alone is not enough. Emotional intelligence is critical. A chairperson must:
- Read the dynamics in the boardroom.
- Understand the motives behind director positions.
- Navigate potential minefields without appearing partisan.
Non-partisanship is demonstrated by ensuring all sides of a debate are heard, while gently steering the group toward consensus.
Understanding the Levels of Disagreement
According to facilitation experts at Leadership Strategies, disagreements in groups fall into three categories:
Level | Nature of Disagreement | Example |
Level 1 | Misunderstanding parties have not clearly heard or understood each other. | Talking past one another. |
Level 2 | Different values or experiences both sides understand but hold divergent perspectives. | Differing risk appetites. |
Level 3 | External or personal factors rooted in personality clashes, history, or unrelated issues. | Old rivalries resurfacing. |
A skilled chair must quickly diagnose which level is at play before deciding how to proceed.
The Chair’s Internal Dialogue
While others may disengage during heated debates, the chair must ask:
- Is this a Level 1 or Level 2 disagreement that can be resolved here?
- Or is it a Level 3 conflict, driven by external factors, that cannot be solved in the boardroom?
This discernment shapes the chair’s next move.
Three Options for Resolution
When faced with entrenched disagreements, a chair has three possible paths:
- Build Consensus – Ideal, but difficult if the conflict is Level 3.
- Call a Vote – Rarely used by seasoned chairs, as it creates winners and losers, undermining unity.
- Postpone the Decision – The mark of wisdom. This allows time to uncover underlying issues and broker private resolutions.
Why Voting Should Be Rare
While voting may seem efficient, it often leaves minority voices exposed and unacknowledged. This fractures board unity and undermines long-term effectiveness. As Benjamin Franklin warned, voting can leave the minority feeling like “the majority’s lunch.”
The Power of Postponement
Great chairs know when to pause. By postponing a decision, they:
- Allow time for reflection and private dialogue.
- Surface hidden external factors driving conflict.
- Create space for reconciliation before the next meeting.
This approach strengthens board cohesion and ensures disputes are managed constructively.
Conclusion: From Good to Great
A good chair runs meetings.
A great chair builds consensus, protects unity, and fosters trust.
For East African directors, where boards often balance diverse cultural, political, and business interests, the difference between good and great leadership lies in the chair’s ability to combine discipline, emotional intelligence, and strategic patience.