Board backbone: Why a strong partnership between Chair and CEO is imperative – and six ways to achieve it

Lea Evers and Alice Breeden

The expanding role of business in society has led to mounting pressures on organizations. More is at stake, and there are higher expectations for and more intense scrutiny of directors. Regulators, investors, and the media demand greater accountability; global market shifts have made the job more complex; and critical issues (e.g., emerging technologies) increasingly feature on board agendas. As these challenges grow, the distinction between board oversight and executive leadership is being blurred.

Heidrick & Struggles’ Board Monitor Europe 2024 , which surveyed over 2000 CEOs and board members, revealed that a clear majority (74%) of respondents globally have seen an increase in operational involvement by the board, citing two key reasons: a desire among board members to learn more about operations than regular reporting allows; and board members having a specialized knowledge that executives do not. Notably, nearly a quarter of directors also say their board has become more involved because they do not fully trust the executive team to ‘get things done’.

The latter is concerning because in order to navigate today’s high-stakes corporate landscape, organizations require a strong core. That means a cohesive relationship between the boardroom and the executive team, providing both flexibility and support. Central to these dynamics is the relationship between the chair of the board and the CEO – a partnership that is not merely a formality, but the backbone of board effectiveness and organizational success. A strong synergy between these two leaders can propel an organization to new heights, while an imbalance, where one is significantly stronger or weaker than the other, can lead to inefficiencies, conflict, or even failure.

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The impacts of imbalance

By exploring some of the potential scenarios for chair/CEO relations, the impacts of imbalance versus balance become clear.

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Scenario 1: Strong chair/weak CEO = Board dominance

In this scenario, a strong chair heads an active board, while a weak CEO lacks the authority, or confidence to lead the organization effectively. Power skews toward the chair, resulting in governance overreach and operational confusion. The chair, recognizing the CEO’s weaknesses, becomes overly involved in day-to-day operations, behaving more like an executive with a permanent presence than a chair offering strategic oversight. The chair may dominate decision-making and set the board agenda with little input from the CEO, further sidelining the CEO’s influence. As the chair takes control, conflicting priorities can arise between the board’s vision and management’s execution. This creates strategic misalignment and ineffective execution, with inconsistent goals and confusion spreading throughout the organization.

We observed this dynamic at a publicly listed company during a strategic pivot, where the chair, a former high-performing CEO with relevant expertise, struggled to step back from operational responsibilities as the current CEO struggled to adjust to new leadership demands. Employees expressed confusion over unclear leadership roles, unsure whether to follow the chair or the CEO, which led to a loss of confidence in the CEO’s ability to lead in the new direction. This scenario often arises when a newly appointed chair is a former CEO who has not yet fully transitioned from an operational mindset to a strategic role and decides to take over, rather than guide the CEO.

While the chair may provide short-term stability, weak operational leadership from the CEO can hinder long-term growth and success, potentially leading to underperformance. Alignment between chair and CEO around their respective roles and expectations can address some of the challenges but should the CEO continue to fail to meet expectations, succession considerations may become relevant.

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Scenario 2: Weak chair/strong CEO = CEO autocracy

In this scenario, a strong CEO drives the organization with little oversight from a weak chair, resulting in unchecked authority and poor accountability. The CEO may dominate boardroom discussions and set the agenda with minimal input from the chair, or view board meetings as a formality, rather than a forum for meaningful discussion, disregarding board guidance when it conflicts with their objectives. The chair, unable or unwilling to hold the CEO accountable, avoids conflict, blindly agrees with the CEO’s decisions, and fails to offer meaningful challenge. This allows the CEO to assert dominance over the chair and make (potentially risky) decisions with insufficient oversight.

We have seen this dynamic in organizations where the CEO has a long tenure, is a founder, or holds significant influence through relationships, intellectual property, or stakeholder management. In one instance, a CEO bypassed board committees and pushed through risky transactions and unvetted executive appointments. With no one to challenge the CEO’s authority, decision-making can become short-sighted and reactive, lacking in proper governance, and exposing the organization to unnecessary risks.

While the CEO may act quickly, the absence of strong governance from the chair creates long-term vulnerabilities, such as ethical lapses and strategic missteps. To mitigate these risks, the board may need to strengthen the chair’s role or consider leadership changes to restore accountability and proper oversight.

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Scenario 3: Weak chair/weak CEO = Organizational drift

When both the chair and CEO are weak, the organization suffers from a lack of leadership and direction, causing it to drift without a clear strategic vision. The chair, often overextended or disengaged, contributes little beyond formal board meetings, while the CEO, possibly inexperienced or lacking confidence, relies too heavily on the board and fails to effectively lead their team. This leadership vacuum results in operational inefficiencies, stagnation, and loss of stakeholder confidence, risking the organization’s financial stability and reputation.

We observed this dynamic in organizations where the chair is over-boarded, stretched too thin to dedicate sufficient time and attention to their role, or where a new CEO struggles without adequate support and direction. In some not-for-profit organizations or educational trusts, the chair may be focused on crises on another, larger board, leaving the organization to flounder. The chair’s lack of engagement, combined with the CEO’s over-reliance on the board, or inexperience, compounds the lack of strategic direction, stunting the organization’s growth potential.

This dynamic offers little benefit, even in conservative or stable industries, as the lack of decisive leadership hinders growth. If left unaddressed, the board may need to reconsider both leadership positions to restore strategic focus and ensure the organization’s long-term success.

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Scenario 4: Strong chair/strong CEO = A balanced partnership

In the ideal scenario, both the chair and CEO are strong leaders who understand their roles and collaborate effectively to drive the organization’s success. The chair focuses on strategic oversight and provides guidance to the CEO, ensuring robust governance, while the CEO concentrates on executing the strategy and leveraging the chair and board to support decision-making. Together, they set the agenda collaboratively, ensuring strategic alignment, operational clarity, and effective execution.

This scenario is most visible during times of crisis, where strong chair-CEO partnerships have steered organizations through challenges. For example, during the COVID-19 pandemic, companies with such partnerships were able to transition to remote work, secure supply chains, and ensure the safety of employees and customers. This collaborative approach ensured that critical decisions were made quickly and effectively, with full support from the board and executive team, highlighting the resilience of this leadership model.

The chair and CEO present a unified front with clear accountability structures, enabling the organization to balance immediate operational demands with long-term strategic planning, positioning it for lasting success and growth. However, while highly effective, this setup can lead to power struggles if roles are not well-defined. Clear communication and mutual respect are essential to avoid conflicts and maintain a productive partnership.

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Six ways to achieve a strong chair-CEO partnership

Given the critical importance of the chair-CEO partnership, achieving a balanced and effective relationship should be a priority for both. Here are six strategies to help ensure success[1]:

1. Define clear roles and responsibilities

Clearly outline the roles of the chair and CEO, ensuring that both positions are well-defined within the organization’s governance framework. The chair focuses on governance and strategic oversight, while the CEO concentrates on executing the strategy and managing daily operations. This clarity prevents overlap and confusion, establishes accountability, and allows each leader to leverage their strengths effectively.

2. Foster regular and open communication

Consistent communication between the chair and CEO is essential for building trust and ensuring alignment. Schedule regular one-on-one meetings to discuss progress and challenges, and incorporate informal interactions, such as lunches or casual phone calls, to enable open dialogue. Establishing rapport and understanding each other’s motivations and drivers fosters effective collaboration and identifies best ways of working toward shared goals, allowing for proactive resolution of potential issues.

3. Ensure strategic alignment

Both the chair and CEO must be on the same page when it comes to the organization’s vision and strategy. Active collaboration in the strategic planning process is essential for achieving this alignment, as it allows both leaders to understand and contribute to long-term goals. This may include facilitating workshops to co-develop the vision, creating a joint action plan with specific, measurable objectives to enhance accountability, and gathering feedback from stakeholders to incorporate diverse insights. When both the chair and CEO present a unified message, it strengthens confidence in the organization’s leadership and direction.

4. Implement robust governance and evaluation practices

Strong governance practices are crucial for maintaining balance in the chair-CEO relationship. This may include regular evaluations such as CEO reviews and comprehensive board effectiveness evaluations, alongside ongoing chair/CEO alignment work. A well-composed board, characterized by independence and diverse expertise, provides necessary oversight and ensures both the chair and CEO perform effectively in line with organizational objectives.

5. Jointly celebrate successes

Celebrating achievements together can be a powerful way to strengthen the partnership between the chair and CEO while reinforcing teamwork, boosting morale, and fostering a positive atmosphere throughout the organization. This can involve joint statements or hosting recognition events, such as award ceremonies, where both leaders acknowledge contributions. These celebrations showcase their partnership and present a united front, reinforcing confidence in their collaborative leadership and shared vision for the organization. They also provide opportunities for reflection on key achievements, allowing both leaders to learn from experiences and strategize for future goals – together.

6. Prioritize thoughtful succession planning

Succession planning is key to ensuring the long-term stability of the chair-CEO partnership. Establish a clear baseline understanding of your existing succession practices for both the chair and the CEO and build a pipeline that identifies prospective candidates, refreshed continuously over multiple time and strategy horizons. Investing in leadership development programs that prepare potential successors is also crucial for maintaining the balance in this relationship.

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[1] While these principles apply broadly, the dynamics between the chair and CEO may vary by board structure. In one-tier boards, where both roles are typically part of the same board, managing power dynamics and role clarity is essential. In two-tier boards, the focus shifts to inter-board communication and alignment, along with maintaining a strong CEO relationship.