The art of chairing board meetings

the situation normally becomes chaotic.
Last year we had two good examples of fireworks exploding at EGMs/AGMs.
Hwange Colliery Company and tourism group Rainbow Tourism Group shareholders’ meetings were typically heated meetings.
Major shareholders caused a stir at the meetings and it happened that the same shareholders at the centre of controversy at Hwange were the same who caused problems at RTG.
Well, issues normally get out of hand probably because of the way the chairman of the board conducts the meeting or the constitutionality of the meeting.
We, however, wait to see how the round of AGM/EGMs slated for this year will pan out.
Last week I attended a breakfast seminar organised by the Zimbabwe Leadership Forum and I thought it would be useful to give readers some of the extracts from Mr Canaan Dube’s presentation on effective board chairing dos and don’ts.
Chairpersons’ roles and responsibilities for effectiveness
A role or responsibility is a bundle of tasks to be performed, arising from a position held.
Tasks for board chairpersons are many, but only a few of practical relevance are selected.
The tasks are exercised at three stages: Before the meeting, during the meeting and after the meeting.
Board chairpersons’ roles and responsibilities before the meeting:
Effective board chairpersons need to think about the meeting before they get to it.
Consult before hand with the secretary on all the business to be discussed. Supervise and prepare, together with the secretary, the agenda for the meeting — an agenda is simply a list of the things to be discussed at the meeting. It must be clear — a panacea for the success of the meeting.
Check that all reports that should accompany the agenda and minutes are sent out to members in sufficient time before a meeting — seven working days is best practice.
Check the minutes of the previous meeting and signed for circulation. Be acquainted with any reports, correspondence and business, which is to be presented at the meeting.
Work with the secretary to ensure that tasks which were to be completed before the meeting are completed.
NB: To get the best outcome from your board meetings, you must pay attention to various physical factors that can have an impact on their performance.
Answer the following questions:
l Why am I having the meeting?
l What end result do I want from it?
l What will I discuss at the meeting?
l Do I want in or outside speakers to the meeting?
l Do I need to get more information to inform the discussion?
l Do I want someone to prepare an introduction?
l Do I want to distribute any information in advance of the meeting?
Setting the meeting climate and goals
Shortly before and/or at the start of the meeting, Chair to make everyone feel welcome by organising someone to welcome people as they arrive — never let a new person sit ignored while everyone else chats.
Making sure every member has the agenda and board/committee pack and reviewing the agenda and time guidelines.
Reminding the meeting of its ground rules. Initiating a round of introductions (and check in) if new people are present or if the group is still getting to know one another.
Open the meeting through a positive welcome indicating the purpose and highlighting the issues to be discussed.
Check for a quorum. Ensure that there are meeting rules which should be followed at the meeting, and which bind members.
Examples of meeting rules are speaking through the chair, not interrupting other people, sticking to the item on the agenda, not talking amongst themselves.
Respecting other people’s views — not groaning or pulling faces when someone else is speaking, keeping contributions short and to the point and starting and finishing the meeting on time.
Chair to remind people of the meeting rules at each meeting — there could be new people but even regular attendees forget.
Chairing the meeting
“The chairperson’s meeting role requires both neutrality (openness to all ideas and perspectives) and activism (a passion for inquiry). The most important assets a chairperson brings to this work is a belief in the wisdom of the board and a very clear sense of its role. The key tasks of the chair during the meeting include getting through the business on time.
It is very frustrating for everyone if a meeting does not deal with the business it needs to, or if it drags on for hours. People leave feeling demoralised and irritated — and quite possibly will not come back.
Tips for effectiveness
The chair needs to have a clear agenda with rough timings, briefly introduce each agenda item or get someone else to and conduct the business of the meeting according to the order of the agenda paper, unless it is altered with the consent of the meeting.
The chair should also confine discussion to the item actually before the meeting and see that it is dealt with and settled before passing on to the next item, allow free and, if necessary, formal debate. Give all those wishing to speak an opportunity to do so, to see that their remarks are addressed to the chair and to allow no private discussion or personal matters to be introduced in a negative way.
Never assume people know what you are talking about — take time to go over the issues and explain why you are discussing them.
The chair should always keep an eye on the time and move items on if necessary — make sure you have got a watch or can see a clock.
They should also stick to the agenda items under discussion. If people try to raise other issues, acknowledge them but do not get drawn in. A chairperson should stop private conversations and asides as soon as they start and inform the meeting what decisions you are making and why — e.g. “I am going to give this discussion another five minutes and then draw it to a close.”
Remember — don’t use your position as an opportunity to impose your views — you are there to facilitate the meeting and not to dominate it.
Enter the debate last — never express your opinion first. Keep an overview — remember your role as chair. Listen to other people and ensure they listen to each other as well.
“Learning to listen to what other people say is the beginning of wisdom” wrote Paul Gillies in his paper entitled Born to Chair — an introduction to the science and art of chairing a board meeting (Page 1, 2011).
Make sure all view points get heard — including those you disagree with — guided by the principle “agreeing to disagree agreeably” or the late Professor Kamba’s injunction “Rational Disputation”.
Do not be under assertive. As chair you have been given a role and people will be looking to you. Do not be afraid of speaking out.
Involving everyone — inclusivity
The chair needs to bear the following in mind, hear everyone’s views and make sure everyone is included and involved in the meeting. This is achieved by — restraining those who are keen on the sound of their own voice and encouraging those who are quiet, nervous or new to meetings. Create an atmosphere where there can be genuine debate and discussion.
An effective chairperson is one with utmost integrity and the capacity to constructively challenge unemotionally.
The ability to build consensus among a diverse group, the ability to communicate effectively across different styles, the ability to create a common vision, the ability to give unvarnished feedback to the CEO (including in private sessions) and the ability to coach and develop the CEO and other directors.