How to chair a board meeting

In the dynamic landscape of corporate governance, the role of the Chairperson is more critical than ever. 

Chairing a board meeting successfully goes beyond merely following a set agenda; it  fostering meaningful dialogue, driving strategic decisions, and ensuring that every voice around the table is heard and valued. As leaders at the helm of the world’s most influential organisations, you’re acutely aware of the weight of these responsibilities — and the impact they have on your company's future.

However, it’s also true that many meeting leaders overestimate their abilities . Have you reflected earnestly on your ability to lead board meetings towards success? Do you take a critical approach to self-improvement? 

In this article, we share strategies and best practices to elevate your board meetings from routine gatherings to pivotal decision-making forums. By embracing these insights, you can transform each session into a catalyst for innovation, accountability, and sustained success. 

What is the role of a chairperson?

When it comes to how to chair a board meeting, the chairperson's role at a board meeting is pivotal. You’re entrusted with steering the assembly toward constructive outcomes, and the chairperson embodies the epitome of leadership, diligence, and strategic foresight. 

This role encompasses a myriad of responsibilities that extend far beyond mere facilitation. It involves setting the agenda, ensuring efficient and equitable discussion, and ultimately, guiding the board towards consensus and actionable decisions.

For those leading meetings in highly regulated industries, the chairperson's responsibilities are compounded further. These sectors demand not only adherence to stringent governance protocols but also an acute awareness of the regulatory environment. 

The chairperson must, therefore, be adept at balancing compliance with corporate strategy, a task that requires an in-depth understanding of both the business and the regulatory landscape. This balancing act is critical, as it ensures the organisation's decisions are both strategic and compliant, mitigating risks while advancing corporate objectives.

What makes a good chairperson? 

A good chairperson embodies a blend of leadership, vision, and interpersonal skills that are critical for steering board meetings towards tangible outcomes. A chairperson must guide discussions with authority yet remain open to diverse viewpoints, fostering a culture of inclusivity and respect. 

Emotional intelligence is also vital. According to Andreas E.F. Utermann, Chairman of Vontobel, “I think there are some general tenants that probably attach to most good chairs. I think good chairs need to have a high EQ.” He continues, “Typically, if you have a good board, it'll be very diverse with strong personalities on it, sometimes diverging views. So the ability to be able to put yourself in the shoes of the board members who might argue a different case from the one that you as chair or the executive team wants is important to support the debate.” 

Vision is crucial, as a chairperson should align board activities with the organisation's strategic objectives, anticipating challenges and opportunities alike. Interpersonal skills are essential for managing dynamics within the boardroom; a good chairperson excels in communication, negotiation, and conflict resolution. They facilitate constructive dialogue, encourage active participation, and ensure decisions are reached through consensus. 

Adaptability and a commitment to continuous learning also distinguish a good chairperson, as they navigate the evolving landscapes of their industries and corporate governance. Above all, integrity and ethical leadership are the foundation, instilling trust and confidence among board members and stakeholders alike.

How to chair a board meeting: Six phases

As the chairperson, you’re responsible for driving your board meetings towards tangible outcomes. As the roles and responsibilities of the board at large become increasingly disparate and the stakes ever higher, it’s vital that meetings are the bastion of effective decision-making, and that they drive the organisations you oversee towards success. 

Let’s consider the building blocks of how to chair a board meeting effectively: 

1. Pre-meeting preparation 

The foundations of a successful board meeting lie in meticulous pre-meeting preparation. This phase involves strategic agenda setting and robust pre-meeting communication. These elements are not merely procedural; they are the bedrock upon which effective, focused, and productive meetings are built — and they ensure that board members arrive to the meeting prepared. 

Preparation is exponentially more time-consuming than the meeting itself. According to Ian Murray, a professional NED, “Every one hour of a board meeting, you've probably got three or four hours of preparation time before the board meeting... It is a full time job and you have to take it seriously in the preparation time in between board meetings.” Therefore, the more you can do to optimise this phase, the more time you can save. 

Setting the agenda with precision and foresight is paramount. This involves not just listing items to be discussed, but framing them correctly, and prioritising them in a manner that aligns with the organisation’s strategic objectives. 

The agenda should be crafted as questions, to facilitate a logical flow of discussion, allowing board members to delve into each topic thoroughly. In highly-regulated sectors, this also means ensuring that compliance and regulatory discussions are given due prominence, reflecting their importance in the organisation's operational landscape.

Effective pre-meeting communication is equally critical. This entails distributing the agenda and related materials well in advance, providing board members ample time to prepare. In regulated industries, this could include summaries of relevant regulatory updates, compliance reports, and risk assessments. The aim is to equip board members with the necessary information to engage in informed, constructive discussions.

Best practices in these sectors underscore the importance of clarity and accessibility of information. Utilising secure, dedicated platforms for board meeting management — like Sherpany  — ensures that sensitive information is protected while remaining accessible to board members, and creates a unified environment for everyone to collaborate ahead of time. 

By doing so, you empower participants to ask clarifying questions before the meeting, and ensure that meeting time isn’t used on matters that can be discussed asynchronously. This approach not only streamlines pre-meeting preparation but also enhances the overall efficiency and effectiveness of the meeting.

2. Conducting the meeting

Conducting a board meeting effectively is a fine art, requiring a chairperson to balance leadership finesse with strategic insight. 

The opening of the meeting is not merely a procedural formality; it sets the tone for the entire session. A chairperson's initial remarks should therefore be purposeful, underscoring the meeting’s strategic importance and framing the discussions that follow. This moment is pivotal for reinforcing the organisation’s values and objectives, fostering an atmosphere of collaboration and focus.

Facilitating discussions among board members, each with their unique perspectives and expertise, demands a nuanced approach. Encouraging open dialogue, actively listening, and skillfully directing conversations back to the agenda are all essential. The goal is to ensure that each member's viewpoint is considered, creating a rich tapestry of insights that inform decision-making. In this context, managing diverse viewpoints isn’t about reaching unanimous agreement on every issue but about harnessing these differences to arrive at well-rounded, strategic decisions.

Compliance with regulatory requirements is another critical facet of conducting the meeting effectively. The chairperson must ensure that discussions and decisions align with the legal and regulatory framework governing the organisation's operations, particularly in highly regulated sectors. This involves a thorough understanding of these requirements and integrating compliance checks into the meeting process. For instance, decisions that require regulatory approval should be clearly identified, and any risks or compliance implications discussed and documented.

3. Keeping the board engaged 

Engaging board members in the discourse of a meeting is paramount for fostering a dynamic and productive environment. Active participation is the linchpin that transforms routine meetings into platforms of strategic decision-making and innovation. Encouraging this level of engagement involves not just the content of the meeting but also the methodologies employed to facilitate interaction.

This engagement begins before the meeting — and should be a consistent thread that weaves throughout the entire process. According to Utermann, “You need to be prepared as a chair to invest time with your board members ahead of meetings to make sure that the meetings are well-prepared to bring everybody along in constructive discussion that will actually lead to results. Because the worst thing is you have a discussion that needs to get postponed or is inconclusive to the next meeting.” 

One effective approach to bolster participation is through structured yet flexible agenda items that invite discussion. Incorporating interactive elements such as polls, scenario planning exercises, or breakout sessions can also stimulate engagement, ensuring that each board member's voice is heard and valued. Moreover, setting aside time for open-floor discussions on strategic topics can encourage board members to share insights and ideas freely, enriching the collective wisdom of the board.

In today’s digital age, technology plays a crucial role in enhancing board member interaction. Utilising the right tools — that are designed to streamline meeting processes, from agenda setting to document sharing — makes it easier for board members to prepare and participate. Moreover, Sherpany’s solutions facilitate real-time collaboration, allowing members to annotate documents, pose questions, and share feedback seamlessly, thereby enhancing the quality of discussions.

Virtual and hybrid meetings present unique challenges, especially in regulated industries where compliance and security are paramount. However, with solutions like Sherpany, these challenges are addressed through secure, compliant platforms that ensure confidentiality and data protection. 
 

4. Decision-making and conflict resolution

Decision-making and conflict resolution stand as pivotal pillars that underpin the board's efficacy. A chairperson's adeptness in navigating these aspects can significantly influence the board's ability to make strategic, consensus-driven decisions while maintaining a harmonious and respectful environment.

Guiding the board towards effective decision-making involves more than just steering discussions; it's about fostering an environment where diverse perspectives are synthesised into cohesive strategies. This process begins with clear, structured presentations of proposals, ensuring that all board members have a comprehensive understanding of the matters at hand. Encouraging informed debate and constructive feedback is crucial, as it allows members to explore different facets of an issue, leading to more robust and well-considered decisions. Techniques such as breaking down complex decisions into smaller, more manageable components can also facilitate clearer pathways to consensus.

When conflicts or disagreements arise, as they inevitably will, the chairperson's role becomes even more critical. Approaches to conflict resolution should prioritise professionalism and respect, aiming to understand the root causes of disagreements rather than merely arbitrating disputes. 

Active listening and encouraging open, honest dialogue can help in identifying common ground and finding solutions that are acceptable to all parties involved. It's also essential to remind board members of the collective goals and shared commitments that unite them, thereby refocusing discussions on the organisation's overarching objectives.

Clear communication and meticulous documentation are indispensable throughout this process. Articulating decisions, rationales, and any agreed-upon action items clearly in the meeting minutes ensures transparency and accountability. This not only aids in the implementation of decisions but also serves as a valuable reference to resolve any future ambiguities or disputes.

5. Post-meeting follow-up

The culmination of a board meeting is not merely the adjournment but the initiation of a critical phase: the post-meeting follow-up. This stage is pivotal in translating discussions into actionable outcomes and maintaining the strategic momentum essential for organisational progress. The significance of post-meeting summaries and the delineation of action items cannot be overstated, as they are the linchpins that ensure the board's resolutions are implemented effectively.

A well-crafted post-meeting summary serves as a concise yet comprehensive record of the decisions made and the rationale behind them. It highlights the action items assigned, along with their respective deadlines and the individuals responsible for their execution. This document acts as a roadmap for the board and the wider organisation, guiding the implementation of the board's directives.

Maintaining momentum between meetings is crucial for the continuous advancement of the organisation's objectives. Tips for achieving this include the establishment of interim updates, either through brief reports or virtual check-ins, to monitor the progress of action items. Additionally, leveraging technology platforms like Sherpany can facilitate seamless communication and collaboration among board members, ensuring that the strategic dialogue continues beyond the confines of the boardroom.

The role of the chairperson in this phase is integral. As the orchestrator of the board's will, the chairperson must ensure accountability and follow-through. This involves not only overseeing the execution of action items but also providing support and guidance as needed. The chairperson should foster an environment where board members feel responsible for the outcomes of their decisions, encouraging a culture of ownership and commitment.

In essence, the post-meeting follow-up is where strategy is transformed into action. Through meticulous documentation, continuous momentum, and unwavering accountability, the chairperson can ensure that the board's decisions are not just recorded but realised, driving the organisation forward towards its strategic goals.

6. Continuous improvement and feedback

When it comes to board meetings, the pursuit of excellence is a continuous journey, underscored by the commitment to improvement and adaptation. For chairpersons, cultivating an environment where feedback is actively sought, valued, and implemented stands as a cornerstone for enhancing the effectiveness of board meetings and, by extension, the board's strategic impact. Sherpany recognizes the pivotal role of continuous improvement and feedback in achieving these objectives, offering tailored solutions to facilitate this essential process.

Gathering feedback from board members is a nuanced art that requires both tact and strategy. Effective chairpersons encourage open, honest communication by making feedback sessions a regular part of the board's routine, either through formal evaluations or informal discussions. Utilising anonymous surveys can also provide board members with a comfortable avenue to express their thoughts candidly, ensuring that feedback is comprehensive and genuine. This feedback, when meticulously reviewed and acted upon, can lead to significant enhancements in meeting structure, decision-making processes, and overall board dynamics.

The importance of self-reflection and ongoing learning for a chairperson cannot be overstated. In the ever-evolving landscape of corporate governance, staying abreast of best practices, regulatory changes, and emerging trends is crucial. Chairpersons should therefore commit to their own development through continuous education, mentorship, and leveraging resources designed to bolster their leadership and facilitation skills.

Psychological safety plays a key role in creating this feedback loop. Utermann explains, “The ability to create a safe space for people to speak up without fear of reprisal, retribution is really important, and there's a bit of magic there as to how you do that… [you need to] create a safe feedback loop for the board members.” 

How to chair a board meeting: Set yourself up for success  

The effectiveness of a board meeting hinges on the chairperson's ability to blend strategic oversight with dynamic leadership. By embracing the best practices outlined in this article, from meticulous pre-meeting preparation to fostering continuous improvement, chairpersons can elevate their board meetings from routine discussions to impactful decision-making forums. 

Utilising advanced tools like Sherpany’s meeting management solutions can further streamline processes, ensuring compliance, enhancing engagement, and driving strategic outcomes. As you navigate the complexities of corporate governance, remember that the right strategies and tools can transform your board meetings into powerful catalysts for your organisation’s success.

If you’re ready to take your board meetings to the next level, book a free demo today and find out how Sherpany can help. 

Robert Mitson

About the author

Robert is passionate about shaping and communicating value, and in his work as English Content Specialist he creates insight to help leaders across Europe to make every meeting count.