By Glenn Tecker
The answer very clearly is “it depends.”
Electing or appointing a board chair is a choice with a number of implications. Elected board chairs tend to view their role as more political than do appointed board chairs. An elected chair may see the members as a constituency to be served. They view their role as a representative for member interests.
This is however, actually one of the roles of board members as a group. No individual board members have authority. Authority is vested in the board as a body. It can delegate some responsibilities to officers, but it cannot delegate its authority. Sometimes chairs elected by the membership believe that they are invested with special political authority by the vote that selected them.
Facilitating effective operation
Appointed chairs tend to see their role as facilitating the effective operation of the board. They tend to be more sensitive to the legal responsibilities of a nonprofit board and facilitate the board making decisions that are in the best interests of the corporation on whose board they are sitting at the moment - regardless of their own personal interests or the interests of their constituency. All officers and board members are expected to make decisions with appropriate sensitivity to the interests and expectations of those who are investing in or served by the organization.
Appointed chairs have been the practice in charitable organizations for a very long time. Elected presidents who also serve as board chairs have been a common practice among membership organizations for an equally long time.
Chairs elected by the membership tend to see themselves as leaders if the organization rather than as leaders of the board. If the board is right sized for its role, work process, and representativeness then it is leading the organization in a consultative partnership with the chief staff officer. If board authority responsibility capacity and decision process are not well aligned, then the chief elected officer tends to behave more like a president of a company than like the chair of a board.
The determining factor
We find the leadership skill set of the chair is the determining factor in their effectiveness. So, a real question is which selection group (board or membership) is best positioned to judge whether and to what extent those skillsets are exhibited by a candidate for the chair position. In some organizations, especially where the president also serves as the board chair, the membership is presented with a slate of candidates vetted by a nominating committee. If the nominating committee does its job well, all candidates should have been judged as possessing those skill sets.
There are some associations that divide the role of the elected president from the role of the board chair. They tend to be larger organizations with tripartite governance structures like a house of delegates, a board, and an executive committee.
The bottom-line is an appointed chair tends to focus on board operations, and that may increase the expectations that the board has for the CEO. A chair elected by the membership tends to focus, at least in part, on promises to the electorate, and that may focus the chief staff officer more on operations. The essential questions then become what role do you want the chair to play in the organization, what skill sets are necessary for success, and given those decisions, who is the best group to make the selection.
Note: Tecker is a facilitator at CSAE’s Symposium for Chief Executive and Chief Elected Officers on February 29 to March 1. Limited space is available, and registration ends this Friday!
Glenn Tecker is Chairman and Co-CEO of Tecker International, LLC, a multinational consulting practice that has completed projects for over 2000 groups in Canada, the United States, Europe, Scandinavia, Asia, Mexico, and Central America. He serves as lead faculty for CSAE’s Symposium for Chief Executive and Chief Elected Officers. Tecker is also an author of three bestselling textbooks – The Will To Govern Well – Knowledge, Trust and Nimbleness, Building a Knowledge-Based Culture... Using 21st Century Work and Decision-Making Systems in Associations, and Successful Association Leadership: Dimensions of 21st Century Competency for the CEO. He is co-designer of a curriculum for training the boards of organizations, editor of an education handbook for executives of non-profit organizations, and primary developer of a guide for organizational self-assessment.