When the generals fight, the army fractures. In 2023, a major pension fund in Southern Africa lost its CEO in a dramatic exit cloaked as a “mutual agreement.” Insiders knew better. It was the culmination of a year-long cold war with the Board Chair.
The CEO pushed for tech-driven reform and internal accountability. The Chair, a political appointee with deep legacy ties, felt bypassed. Staff were confused, receiving conflicting instructions. One EXCO member confided, “You never knew who was really in charge.
You could get promoted and demoted in the same week, depending on who called first.” Investors noticed. Projects stalled. Talent drained. By the time a new CEO was named, the fund’s reputation was in tatters. Recovery has been slow.
Chair - CEO fights are some of the most destructive and underreported leadership crises in corporate life. Unlike fraud or cyber incidents, there is no press release. Just silence, sabotage, and stagnation. These power struggles do not just disrupt decision-making; they fracture culture, confuse accountability, and derail execution.
The sacred cow? That the Chair and CEO are “partners” with a shared purpose. In theory, yes. In practice, unless boundaries are hardcoded, one tries to dominate the other. In family businesses, the Chair is often the founder who cannot let go. In state enterprises, the Chair sees themselves as the ministry’s voice. In both, the CEO becomes either a puppet or a rebel.
“If your Chair and CEO are competing for relevance, your strategy is already losing. Governance is not theater. It is war by other means, and unclear command ruins the mission.”
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The real fix is structural, not relational.
- Separate ownership from control. Strategy formulation is a broad duty; execution belongs to the CEO. Anything else is sabotage.
- Codify power boundaries in a signed Chair - CEO Operating Protocol. Include: media roles, board access, whistleblower channels, and how disputes escalate.
- Conduct joint 360° reviews annually, facilitated by an independent governance expert. Let both accounts go to the board.
- Restrict Chair intervention in operations. No one-on-one instructions to staff. All directives must go through the CEO. No exceptions.
The Governance Triangle leadership tool
Use this to evaluate and reframe your top-level power interface:
- Role Clarity: Is it clear who leads, who manages, and who decides?
- Voice Consistency, Do Chair and CEO speak with one voice externally and internally?
- Crisis Protocol: Is there a clear dispute-resolution mechanism beyond personality?
If your Chair and CEO are competing for relevance, your strategy is already losing. Governance is not theater. It is war by other means, and unclear command ruins the mission.
