BP320

Policy Number: 
BP320
Policy Type: 
GOVERNANCE PROCESS
Policy Title: 
CHAIRPERSON’S ROLE

The chair assures the integrity of the board's process and the only person authorized to speak for the board.

Accordingly,

1. The chair shall ensure that the board acts consistently with its own rules and those
     legitimately imposed upon it from outside the organization.
A. Meeting discussion content will include only those issues which, according to board policy,
     clearly belong to the board.
B. Deliberation will be timely, fair, orderly, and thorough, but also efficient, limited in duration,
     and kept to the point.
C. The board's policies concerning individual and group conduct will be enforced appropriately.
D. The chair is responsible for setting the board meeting agenda and facilitating the board
      meeting to ensure that the board remains proactive, forward looking, and value-added in its
      deliberations.
E. Orientation for new board members will be conducted as stated in BP 375.
F. The board chair will explain at the outset of Statements from the Audience that the board may
     not respond directly to any issues raised but will refer those issues to the president for
     appropriate action (see BP 305 – Agenda Planning).

2. The authority of the chair consists of making decisions on behalf of the board consistent with
     any reasonable interpretation of board policies on Governance Process and on the Board-
     President Relationship, except where the board specifically delegates portions of this
     authority to others.

A. The chair is empowered to chair board meetings with all the commonly accepted power of
      that position (e.g., ruling, recognizing).
B. The chair has no authority to make decisions about policies created by the board within Ends
     and Executive Limitations policy areas. Therefore, the chair has no individual authority to
     supervise or direct the president.
C. The chair may represent the board to outside parties in announcing board-stated positions
     and in stating chair decisions and interpretations within the area delegated.
D. The chair or any four members of the board may call special meetings as required.

3. The vice chair will assume responsibilities of the chair in the event of the chair's absence or
     inability to serve.

4. The chair and vice chair of the board will be elected at the annual meeting in July.

ADOPTED: November 9, 1998
REVISED: May 12, 1999
REVISED: February 11, 2004
REVIEWED: March 12, 2008
REVISED: March 9, 2011
REVIEWED: January 14, 2015