In legal practice, the
chair (traditionally, chairman) is the director who leads the
board and ensures its effectiveness. Typical responsibilities include setting the board agenda, allocating sufficient time for strategic matters, promoting open
debate, facilitating the effective contribution of non-
executive directors, and maintaining constructive relations between executive and non-executive directors. The chair ensures directors receive timely, high‑quality information, leads board and committee evaluations and succession planning, oversees engagement with shareholders and other stakeholders, liaises with the chief executive, and chairs board and general meetings (often with support from the company secretary and, where appointed, the senior independent director).
“Chair” is a descriptive governance term rather than a statutory definition. In England & Wales, Scotland and Northern Ireland, the role derives mainly from a company’s articles (including the Model Articles) and board resolutions, with detailed expectations for listed companies set by the UK Corporate Governance Code (for example, separation of chair and CEO and independence of the chair on appointment). In Ireland, the Companies Act 2014 and a company’s constitution govern appointment and meeting procedures, and listed companies look to the UK Corporate Governance Code as adapted by Euronext Dublin’s Irish Corporate Governance Annex. Usage and core responsibilities are broadly consistent across these...