Board chairs are not assembled from Ikea boxes: Corporate India must learn the art of succession

This is curious because a corporate organization chart resembles something between a pyramid and a theological hierarchy. At the base: employees. Above them: managers. Then executives. Then the CEO, the top boss. And hovering above all, a board of directors. At the apex is the chairperson, the one who is theoretically in charge of those who are in charge of everything else.

It is alarming that for such a pivotal role, the world has invested roughly the same amount of structured training as it has for assembling Ikea furniture. There are courses for coding and masterclasses for sourdough. But for chairing a board? We rely on instinct, reputation and the belief that someone who has been around will have good judgement. This is wishful thinking, not strategy.

The first need is to define the job. Understand the profile. This sounds obvious until you realize how often companies skip it, preferring to anoint the most senior or least controversial candidate, often on a ‘your turn’ basis.

When firms do produce a formal job description, it reads like a legal disclaimer drafted in an existential crisis; it is vague, cautious and designed to offend nobody.

In reality, the role is highly demanding. The chair must ensure the long-term strategic plan is enacted, preside over meetings that balance urgency with tedium and act as the board’s primary liaison with the CEO, a role that oscillates between confidant and polite interrogator. When that balance fails, exits tend to be swift, as we may have seen in HDFC Bank’s case.

The chair also signs off on disclosures, filings, financials and an alphabet soup of compliance. The person is the voice of the board, expected to project confidence while keeping clarity balanced with strategic ambiguity. In short, part conductor, part referee, part therapist and occasionally part lightning rod. And yet, companies fall into two predictable traps.

The first is a love for noble-sounding virtues. Job descriptions overflow with phrases like ‘independence of judgement’ and ‘high ethical standards.’ These are admirable, but they are table stakes. Or basic must-haves rather than differentiators.

The second trap is subtler: describing the current chair instead of defining the future one. Many job descriptions read like tributes to the incumbent. This is comforting but unhelpful. Succession is about evolution rather than cloning and the next chair should reflect where the company is going, not where it has already been.

Of course, even the best job description is only the beginning. The real art lies in succession planning, which many firms treat like a dental appointment, something done once all reluctance fails. A sensible process requires a timeline. Ideally, a chair change should be known a year in advance. A successor could then be appointed vice-chair to ease into the role through clear agenda planning, CEO check-ins and board coordination.

An apprenticeship model converts succession from a sudden coronation into a managed transition. It allows the incoming chair to make minor mistakes, learn informally and forge relationships ahead of time.

But a timeline should not be a passive countdown. It must include homework that includes an assessment of strategy and risks, confidential conversations on board effectiveness and one-on-one interactions with committee chairs.

In short, the chair-in-waiting must do what all good leaders learn: listen more than they speak, observe more than they declare and question more than they assume.

Above all, a transition should not be treated as an event. It should be a process, one to be reviewed and refined. The irony is that corporations invest heavily in managing risk across markets and technology, yet treat leadership transitions as acts of fate. When things go smoothly, this looks like foresight. When they don’t, it looks like what it is: negligence dressed up as surprise.

The HDFC Bank episode should make India Inc think. For shareholder value to be preserved and enhanced within the bounds of sound corporate governance, the role of the chair is vital. And for corporate stability, there should be no shock exits. Perhaps the orderly succession at Apple Inc holds a lesson.

The authors are, respectively, co-founder of the Medici Institute for Innovation.X: @MuneerMuh; and a global board advisor, coach and publisher.