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Shared Vision - Distinct Roles: Strengthening the Board-CEO Partnership

Governing Boards Part-9

By Rick Aman
on

"Role clarity is not a luxury—it's a requirement for effective collaboration at the top." - Harvard Business Review

Why Role Clarity Between the Board and CEO Matters

Having spent portions of my career as a CEO and now serving as a governing board member, I’ve seen firsthand how critical it is for boards and CEOs to operate within their defined roles. A well-functioning institution thrives when the board provides strategic oversite while the CEO leads operational execution. But when these roles become blurred, the results can be frustrating if not dysfunctional for the board, executive leadership and for the institution as a whole.

Boards that overstep into management often create decision-making bottlenecks, slowing progress and limiting the agility needed to respond to challenges. Conversely, when CEOs try to dictate governance matters or shape board policies, they risk eroding board trust and weakening oversight. The most successful institutions I’ve worked with have one thing in common: a strong, well-defined partnership between the board and CEO, where each entity understands its responsibilities and respects the other's role.

Institutions suffer when these lines are crossed. I’ve seen cases where a board, eager to make an impact, became overly involved in operational decisions dictating hiring choices, approving minor expenditures, and even micromanaging faculty matters. This led to delayed decisions, frustrated executives, and an exhausted CEO who felt powerless to lead. On the other hand, when a board stays in its lane focusing on strategic vision, financial oversight, and accountability the CEO is free to execute effectively, and the institution flourishes. 

If we are to lead our institutions toward a preferred future, we must get governance right. Boards must govern. CEOs must lead. Each role is distinct yet complementary, and when executed well, they create a powerful leadership dynamic that drives institutional success.

The Governing Board’s Strategic Role

The governing board’s role is not to manage the organization; it is to ensure the institution is on the right path and positioned for long-term success. That means making high-level strategic decisions, not overseeing day-to-day operations. Having served in both capacities, I can say with confidence that boards function best when they focus on mission alignment, financial health, policy governance, and CEO accountability rather than operational details. 

One of the most critical responsibilities of a board is to define and protect the institution’s mission and vision as well as representing constituent groups. Boards are responsible for ensuring that all major decisions, budget allocations, program approvals, and policy changes align with the institutional long-term goals. If an organization suddenly shifts focus without a clear strategic reason, it is the board’s job to ask tough questions and ensure institutional integrity is maintained.

Another key function of the board is financial oversight. This does not mean reviewing every invoice or approving every contract. Instead, it involves ensuring financial sustainability, approving the budget, reviewing audits, and monitoring fiscal health. Board members must focus on the big picture. Are we financially stable? Do we have revenue diversification strategies? Are we investing in programs that align with customer needs? A strong board sets financial policies, while the CEO and CFO handle execution.

Perhaps the most delicate responsibility of a board is hiring, supporting, and evaluating the CEO or Executive Director. The board’s most significant decision is selecting the right CEO; one who aligns with the institution’s vision and can lead effectively. But that’s just the beginning. Once a CEO is in place, the board must empower them to lead while also holding them accountable. If a CEO is micromanaged, they won’t be able to function effectively. But if the board fails to set clear expectations and conduct regular performance reviews, it risks a lack of accountability. In short, the board’s role is to govern, not manage. It should be forward-thinking, mission-focused, and strategy-driven, allowing the CEO to handle the operational side of the institution.

The CEO’s Operational Leadership

As a former college president, I know the challenges that come with leading an institution. A good president doesn’t need a board to run the college; they need a governing board to set the strategic framework that allows them to lead effectively. The CEO is responsible for implementing the board’s vision, leading daily operations, and ensuring the institution remains responsive to external demands.

One of the CEO’s primary responsibilities is executing the board’s strategic priorities. In the case of a higher education institution, should the board decide that workforce alignment is a key focus area, the CEO determines how to achieve that whether through new industry partnerships, program development, or faculty training. The CEO makes daily operational decisions to bring the board’s vision to life.

Operational leadership also means managing, staff, and institutional culture. While the board approves policies affecting personnel, the CEO is responsible for hiring, training, and leading the institution’s workforce. A strong CEO builds a high-performing team, fosters innovation, and ensures student success, which requires autonomy in decision-making.

Another major responsibility is financial and resource management. While the board sets the budget and provides fiscal oversight, it is the CEO’s job to allocate resources efficiently, secure funding, and manage financial sustainability. This includes fundraising, grant acquisition, and infrastructure strategies, all of which require a proactive, executive-level approach.

CEOs must also be agile leaders who respond to crises and industry shifts. In today’s uncertain landscape, leaders must navigate funding challenges, technological disruptions, and shifting customer or constituent needs. The best CEOs anticipate change, adapt, and innovate, but they can only do this if the board gives them the authority to lead.

A CEO should never dictate board policies, just as a governing board should never dictate daily operations. When both entities stay in their lanes, institutions thrive.

Best Practices for a Strong Board-CEO Relationship

I’ve seen that strong institutions are built on strong board-CEO relationships. Trust, communication, and well-defined roles make all the difference. Here are four key strategies for achieving that balance:

  1. Establish Clear Communication Channels – Boards and CEOs must have regular, structured communication to ensure alignment. Monthly reports, strategic updates, and clear expectations prevent misunderstandings and keep both parties informed. A CEO should never be blindsided by board decisions, just as a board should never be left in the dark about institutional challenges. The most effective communication channel is between the board chair and the CEO. That one-to-one discussion can happen far easier than waiting for a full-board meeting where open meeting laws are in place.

  2. Avoid Micromanagement While Maintaining Accountability – The best boards ask the right questions but don’t dictate the answers. A board should hold the CEO accountable for results, but it should not interfere in how those results are achieved. Likewise, a CEO should welcome board oversight but maintain the autonomy to lead.

  3. Prioritize Continuous Governance Training – Many governance challenges arise from lack of clarity about roles. Boards should invest in training, self-assessments, and governance best practices to ensure they operate at a high level. Strong governance isn’t static, it requires ongoing learning and adaptation.

  4. Align Around a Shared Strategic Vision - Even with good communication, clear boundaries, and training, the board and CEO can still drift apart if they aren't aligned around where the institution is headed. Regular collaboration on strategic priorities, mission alignment, and long-term goals ensures that both governance and leadership are rowing in the same direction. A shared vision brings purpose to every meeting and decision. Planning based on a preferred future can make this alignment possible.

Summary: Why Role Clarity is Essential for Institutional Success

Board members and CEOs each have distinct, but complementary roles in organizational governance. When boards govern strategically and focus on mission, policy, financial and CEO oversight, and CEOs lead operationally and execute the institution’s vision, the result is a high-functioning institution with strong leadership.

The most effective organizations are those where boards set the course, and CEOs steer the ship; not where both are fighting over the wheel. By embracing strategic governance, operational leadership, and a culture of mutual trust, boards and CEOs can work together to create a thriving institution positioned for a successful future.

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If your board or executive team is ready to define a clear path forward and strengthen collaboration, let’s talk. At Aman and Associates, we work alongside CEOs, boards, and leadership teams to turn vision into action through strategic visioning, futuring, AI-driven trend analysis, scenario planning, and executive coaching. We help organizations anticipate change, align leadership, and build effective strategies. Reach out to explore how we can support your next step forward.

 

Rick Aman, PhD

208.850.6707

rick@rickaman.com

www.rickaman.com/articles

 

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