CHAIRMAN
The chairman has been described as “first among equals”
and is appointed by fellow board members, not
shareholders. The chair acts as the link between the
board and the CEO/company.
The role of the chair is not defined in the Corporations
Act 2001. Thus many functions of the chair are customary
rather than formalized by law. These include:
• Acting as the link between the board and the company
• Establishing and maintaining an effective working
relationship with the CEO
• Setting the tone for the board, including the
establishment of a common purpose
• Chairing board meetings efficiently and shaping the
agenda in relation to goals, strategy, budget and
executive performance
• Obtaining appropriate information to present to the
board
• Ensuring contributions by all board members and
reaching consensus when making decisions
• Motivating board members and where appropriate dealing
with underperformance
• Instituting the process for appraising board members
individually and the board as a whole
• Overseeing negotiations for the CEO’s employment and
evaluating the CEO’s performance
• Planning for the succession of senior executives,
including the CEO
• Assisting with the selection of board committee
members.
A chairman can only be effective while he or she retains
the confidence and respect of board members. An
underperforming chairman may be asked to step down by
other directors but, in respect of all public companies
and most proprietary companies, can only be removed from
the board by a vote of shareholders. Most would choose
to resign rather than face re-election without board
endorsement.
GENERAL MANAGER
A General Manager has broad, overall responsibility for
a business or organization. Whereas a manager may be
responsible for one functional area, the General Manager
is responsible for all areas.
General Managers manage through subordinate manager.
However, a General Manager may have individuals
reporting to him/her who are not managers.
A General Manager has the power to hire, fire, or
promote employees.
A General Manager is responsible for higher level
planning than a manager. A General Manager is often
responsible for the overall strategic planning and
direction of the company or organization and leaves the
day-to-day management of the various functions to the
managers. |