Editor’s note: “Notes from the Boardroom” is a series of blog posts from ISACA board directors providing transparency, context and perspective on how the ISACA board is carrying out its governance responsibilities. The nomination period for ISACA’s board of directors is open through 1 January 2025. Do you have relevant experience and a passion for serving the ISACA community or know someone who does? Consider nominating yourself or a colleague.
Skilled leadership is key to an association’s success in delivering value to its members. Two pivotal roles are those of the Chair of the Board (Chair) and the Chief Executive Officer (CEO). Let’s take a closer look at the role of each.
One analogy that might be helpful is to consider the association or organization as a building, or better yet, because it is on a journey and never stays still, as a yurt or tent. The Chair’s role is to lead and coordinate the Board of Director’s deliberations. Is the tent in the right place for this moment in time? Where and what are the existential threats to where the tent is located now? Where are their opportunities over the horizon? Should the tent be bigger, making room for other tribes? Is the tent true to its tribe’s purpose? Is it well-resourced to take advantage of the surrounding landscape?
The Board, while debating strategic direction, does not direct what happens in the tent. The Chair’s job is focused on ensuring there is proper debate and discussion of important issues, that consensus or conclusions are reached, that there is proper oversight of management, and that good governance practices are implemented. In providing oversight, the Chair makes sure all voices on the board are given opportunity to be heard, conflicts or differences in opinion are mediated, and that there is ample opportunity given to all board members to “stick their noses in the tent, while ensuring they keep their hands out.”
The CEO is ultimately responsible for what happens “in the tent” – that is, they provide overall direction and management of the association or organization. CEOs give form to, implement and articulate the company’s vision and mission, set the direction for strategic initiatives, align actions with the association’s purpose, and make the tough choices to ensure the financial viability and sustainability of the operation.
The Chair concentrates on ensuring board discussions remain focused on key strategic objectives (staying out of the weeds), holds committee chairs accountable for delivering against their charters, and fosters open and candid communication among board members, and between the board and management.
The CEO concentrates on planning, execution, reporting on progress, refining messaging, setting goals and holding management responsible for delivering against objectives. They manage the day-to-day operation of the association, including all hiring and financial management. They identify and evaluate potential risks and come up with solutions for mitigating against these risks. Most importantly, CEOs are responsible for delivering value to all stakeholders, seeking avenues for growth, increasing the impact and relevance of the association, and doing it all in a financially sustainable way.
In terms of authority and decision-making, the chair is focused on governance, committee leadership and leading the board in holding the CEO accountable; the CEO on the other hand has been delegated by the board to make all the operational decisions and is responsible for strategic planning and execution. In practice, it’s a well-known maxim that the board can’t tell the CEO what to do (within the confines of the tent) but does have the authority to fire the CEO if they’re not happy with what they are doing.
So, there you have it:
- The CEO has their eye on the here and now, the short-to-medium-term needs, member value delivery in the short term, operational discipline, acceptable financial results, as well as the short-term viability and growth of the association.
- The Chair leans more toward a longer-term perspective, especially in terms of long-term sustainable delivery of value to stakeholders, the “over the horizon” view of opportunities and threats and succession planning.
Leading the association’s success is a team sport – strong Chair-CEO relationships are critical, and mutual respect and clarity of boundaries is essential for success.
