Why Chair-CEO dynamic is the real engine of governance success

Monday, 01 December 2025

Samantha Martin-Williams FAICD photo
Samantha Martin-Williams FAICD
Chair, NGM Group
    Current

    The secret engine of board performance? A high-trust partnership between chair and CEO, says NGM Group chair Samantha Martin-Williams FAICD.


    Editor’s note: A small number of amendments have been made to update and clarify the print edition in the online version of this article.

    Only one in five directors globally believe their board is future-ready. That is a startling insight from McKinsey & Co, but one that resonates.

    A key ingredient to future-ready boards, in my view, is a robust chair-CEO dynamic. It’s never been more important, given disruption in a landscape marked by regulatory complexity and stakeholder intensity. Boardrooms can no longer rely on process and precedent. Governance is now as much about insight, agility and leadership as it is about compliance.

    This evolution in expectations is especially clear in the chair–CEO relationship. As chair of Australia’s largest customer-owned mutual bank, NGM Group, and Ausfilm International, I’ve seen how a strategic, high-trust chair-CEO partnership is not a soft dynamic, it is a structural driver of board effectiveness, organisational momentum and long-term value creation.

    Drawing on recent thinking from McKinsey, Korn Ferry and Spencer Stuart — and grounded in lived experience — I want to outline four key levers I believe define the modern chair-CEO partnership.

    1. Align before you define

    Modern governance starts with shared clarity. At NGM Group, the MD/CEO and I invest deeply in expectation alignment — not just in terms of deliverables, but in how we engage as a leadership pair. From the outset, we agreed our chair-CEO dynamic would be grounded in openness, curiosity and mutual stretch.

    To embed this culturally, the entire board has co-created a set of team culture goals — including “constructive challenge without personalisation”, “whole-of-enterprise thinking” and “clarity over consensus”. These are not abstract principles. They are evaluated after each meeting through a short, structured pulse where directors rate how well we upheld these behaviours during decision-making, strategy debate and risk conversations.

    In one recent instance, feedback highlighted that while strategic challenge was high, we were trending toward rushed consensus. In response, we created more space for second-order thinking in complex items — shifting from binary approval to thematic interrogation. That change, driven by real-time feedback, strengthened the quality of discussion and the collective accountability.

    We have operationalised this through a deliberate pre-meeting rhythm. Ahead of meetings, we test strategic hypotheses and ensure that board time is spent exploring, not merely updating. This means less time spent on past performance and more energy focused on future direction.

    2. The chair as strategic counterweight

    Chairs are no longer passive overseers. We are strategists and systems thinkers who help shape organisational direction.

    At NGM Group, we have approached strategy not as an annual retreat, but as an ongoing dialogue. Our “strategy labs” — informal, issue-led sessions both during and outside meetings — have helped to bring directors and management into a shared space of problem-solving.

    McKinsey’s data reinforces this approach: boards with high chair-CEO collaboration are more agile, more informed and more willing to make bold calls. This has proven true in our recent merger, where the ability to think collaboratively and act decisively across board and executive boundaries was essential.

    3. Micro touchpoints, macro impact

    Governance does not happen on a quarterly cycle, it happens in real time. It is instinctive and requires constant calibration. That’s why communication between the chair and the CEO must be open, regular and informal.

    At Ausfilm, we have found value in brief weekly touchpoints, often no more than 30 minutes to exchange insights and signal issues early. These are not performance check-ins, they are alignment sessions. As McKinsey’s research shows, these touchpoints help chairs shape the agenda behind the scenes and keep the board focused and flexible.

    4. Trust as board infrastructure

    Finally, no partnership works without trust. In both my chair roles, I have worked to build a no-surprises culture, one where feedback flows freely, vulnerability is safe and challenge is not seen as criticism. This takes authentic commitment from both parties, often in the face of complexity.

    Trust allows for creative friction. At Ausfilm, we use this dynamic to navigate the grey areas where funding, culture and industry intersect. I don’t have to agree with every decision to support it. My role is to ensure we’ve surfaced all the dimensions. Sometimes, the most powerful thing a chair can do is ask, “What haven’t we considered?”

    The mutual model as a test bed

    In a customer-owned banking model like NGM Group, the chair-CEO partnership is even more consequential. We are accountable not just to shareholders, but to members, regulators, community groups and future generations. The pace of decision-making must match the complexity of our environment. It is here that the chair-CEO synergy has been our superpower. Together, we have embedded a governance rhythm that is fit for the future — adaptive, values-led and commercially rigorous.

    Chair-CEO synergy: The superpower of future governance

    Korn Ferry talks about the chair of the future as one who combines emotional intelligence with strategic foresight. McKinsey calls for boards to become “learning organisations”. Spencer Stuart argues the highest-performing chairs know when to coach, when to challenge and when to listen. All of this aligns with what I have seen at the coalface. The chair-CEO relationship is not a backdrop to good governance — it is its engine. Done well, it enables clarity in complexity, momentum in ambiguity and purpose in performance. As disruption intensifies, we need to stop thinking of chair-CEO dynamics as soft. They are anything but. They are measurable, operational and, I would argue, the defining variable of a future-fit board.

    This article first appeared as 'Dynamic Duo' in the December 2025/January 2026 Issue of Company Director Magazine.

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