How to Deal with a Difficult Board Member


The CEO of a private company reported to a board of eight members, one of whom had been the previous CEO of the organization for 10 years.

Though she had been two years at the helm, the current CEO continued to experience problems with her predecessor. Clearly, he was having a hard time letting go of his old job. Not only was he constantly challenging management results and new approaches to running the business, he was showing up at the office every day and instructing people what to do. Asking the board chairman to help was not an option because the chairman was averse to conflict and therefore not prepared to do anything about the challenging former leader.


The current CEO was making a lot of mistakes that were confounding her problems.

In her frequent conflicts with this board member, she was quick to point out where he was wrong at every turn. In her attempts to change his behaviour, she simply kept telling him to stop interfering, which served only to make him increasingly challenging and aggressive.

The CEO complained about the board member to her management team, her spouse, her friends, her family and anyone else interested in listening (or not).

She also became extremely defensive any time the former CEO challenged her or her team. Needless to say, this left her highly stressed and frustrated before, during and after every directors meeting.


Leadership is about motivating and inspiring people to take positive action, whether those individuals are your direct reports and employees or board members.

In this case, the CEO was remiss in not taking some time to see the other side. She needed to step into the shoes of the former leader and have empathy for his situation. After 10 years of running the company, it likely was difficult for him to make the transition from CEO to board member. It stood to reason that he could be searching for the same sense of significance and challenge he enjoyed in his earlier position.

He was probably also continuing to feel a high need to make a contribution.

The current CEO sought some advice. She was coached to take a far more proactive approach that resulted in her meeting each month with her predecessor to ask for his input and allow him to contribute and even influence decisions.

She asked him to help her set up appropriate boundaries for their roles and a process for decision-making through this transition period.
The CEO also learned to encourage her management team to value and honour the former CEO’s on-going contribution while at the same time respecting the boundaries that had been developed.

After six months and a significant shift in the CEO’s mindset and her relationship with the board member, he was no longer such a challenge and, in fact, became the CEO’s strongest supporter. •

Nancy MacKay is the president of MacKay & Associates ( and the CEO coach and facilitator of 15 CEO and executive forums across Canada with more than 150 members.


This article from Business in Vancouver November 22-26, 2011; issue 1152
Business in Vancouver ( has been publishing in-depth local business news, analysis and commentary since 1989. The newspaper also produces a weekly ranked list of the biggest companies and players in a wide range of B.C. industries and commercial sectors, monthly features and industry-focused sections that arm its subscribers with a complete package of local business intelligence each week.