Boiling the kettle, not the boardroom

The boardroom is no stranger to tension. As directors grapple with the need to make decisions in an increasingly complex environment – with heightened stakeholder expectations – disagreements can be expected. Robust discussions are not just inevitable; they are essential to ensuring good decision-making, avoiding groupthink and providing clarity to executive teams.

Diversity of thought is essential for robust governance. Encouraging open debate – ‘boiling the kettle’ – ensures robust discussion. However, unmanaged conflict and dissent (when the kettle boils over) is toxic, both for the board and the organisation it leads.

A high-performing chair has an essential role in shaping the decisions around the board table, managing those discussions for optimal outcomes, and being the first line of accountability for the chief executive in delivering on the decisions made.

Setting the tone

An effective chair sets the tone for how a board manages differing views, tensions and, yes, even conflict. A high-performing chair fosters an environment where concerns can be raised early, differing viewpoints are respected, and the boardroom remains a psychologically safe space – not just for board members themselves, but also for the executive teams who support them.

Being proactive and intentional is key. Chairs must be alert to early signs of dysfunction, within the board itself, and between the board and the executive. The warning signs of dysfunction are well known – side conversations, passive aggression and disengagement. They can be hard to spot in the push and pull of daily interactions. The decision-making space created by disengaged board members can often be quickly filled by a proactive executive, masking the disengagement and often exacerbating it.

Time spent working ‘on the board’, rather than ‘in it’, is rarely wasted. But how do you approach that? The STAR model provides a useful framework:

• • Situation. What is the context for the issue or decision that we are being asked to address? What are the sensitivities? What are the fishhooks?
  • Task. What is the board’s role in relation to that issue or decision? Are we being asked to make a decision, or are we being asked for strategic guidance and input?
  • Action. What action could I as chair take to move the board toward achieving that task?
  • Response. If I took that action, how do I expect the stakeholders – individually and collectively – to react? Does that move us towards good decision-making or away from it? What might be required to alter the expected response, so it moves towards good decision-making?

A high-performing chair is a facilitator and a mediator, ensuring the board has the right information, and the time and space to make good decisions. But they are not an impartial or disinterested one – nor should they be. 

A chair, necessarily, has an interest in the decisions that are to be made. One of the hardest things is to know which ‘gear’ they are in. Are they shaping a critical discussion? Are they facilitating it? Are they contributing to it? Or have they shifted to closing mode, summarising and reflecting the discussion to move towards a decision?

The CEO relationship

Naturally, the relationship between the board and the chief executive is the most fundamental of the relationships that boards must build and foster. That relationship runs through the chair. While much has been written about the chair/CEO relationship, high performance depends on having clear roles and responsibilities, the ability to balance support with appropriate distance and a discerning eye for where (and how) the chair might need to engage with more granularity.

One eye on today, the other on tomorrow

Working ‘on the board’ extends well past setting up and managing decisions. It goes to the present and future composition of the board and leadership teams themselves:

• • Is the board functioning well? Where appropriate, the chair may need to initiate difficult conversations or facilitate external mediation to maintain the performance of the board itself
  • Does the board have the right composition for the decisions the organisation needs it to make? Will that be the case in three years? In five?
  • Is the chief executive both delivering and growing? How long will that continue?

Rarely does the chair have the sole say in these matters (and rightly so), but the chair has a fundamental leadership role to ensure the board – and all the stakeholders – are reflective about their performance. The use of board evaluations, one-on-one director reviews, and clear role descriptions can also help surface and address underlying causes of conflict.

Governance culture

Ultimately, many of the legal risks associated with boardroom conflict can be mitigated by strong governance culture. High-performing chairs don’t just manage disputes when they arise – they help build a culture that prevents them from taking root. This includes:

• • Clear board charters and codes of conduct
  • Thorough induction and ongoing governance training
  • Regular board evaluations and performance reviews
  • Encouraging feedback and dissent in a respectful, structured way
  • Knowing when to bring in external help – be it legal, HR or mediation

High-performing chairs don’t fear heat – they use it to create clarity, alignment and trust. And in doing so, they create space for strategy, accountability and impact to thrive.