Should the Board Chair Sit on Subcommittees?

By Rev. TL Mashiloane

Member: Institute of Directors in South Africa (IoDSA)
16 years Board governance experience

The role of the Board chair is critical to the effective governance of an organization. One question that often arises is whether the Board chair should also sit on subcommittees. In this article, I’ll explore the pros and cons of this approach and provide guidance on best practices.

As a seasoned governance professional with experience serving on various Councils, Boards, and Committees, including the Health Professions Council of South Africa (HPCSA), the Free State Gambling, Liquor and Tourism Authority (FSGLTA), Cape Peninsula University of Technology (CPUT), Gauteng Mental Health Review Board (GMHRB), and the Legal Practice Council (LPC) amongst others, I’ve had the privilege of observing and participating in diverse governance structures.

Arguments Against the Board Chair Sitting on Subcommittees

1. Independence: Subcommittees need to be able to work independently and make recommendations without undue influence from the Board chair.
2. Objectivity: The Board chair should remain objective and not be too closely associated with specific subcommittee work.
3. Time Management: The Board chair typically has significant responsibilities and should focus on overarching governance rather than getting bogged down in subcommittee details.
4. Empowerment: Not sitting on subcommittees allows other Board members to take on leadership roles and develop their skills.

Exceptions to the Rule

1. Ex Officio Roles: The Board chair may sit on subcommittees as an ex officio member, providing guidance and oversight without voting power.
2. Special Circumstances: In unusual situations, the Board chair may need to sit on a subcommittee to provide critical expertise or guidance.

Best Practices

1. Clearly Define Roles: Establish clear roles and responsibilities for the Board chair and subcommittee members.
2. Ensure Independence: Ensure subcommittees have the autonomy to make recommendations without undue influence.
3. Focus on Governance: The Board chair should focus on overarching governance and strategic direction.

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