Chairman: Definition, Appointment and Removal | Company Management

Read this article to learn about Chairman of an Organisation. After reading this article you will learn about: 1. Definition of Chairman 2. Appointment of Chairman 3. Removal 4. Remuneration 5. Qualifications.

Definition of Chairman:

According to Webster ‘dictionary chairman means “a presiding officer of a meeting or an organisation or com­mittee”. From the definition two aspects of the meaning come out. Firstly, a chairman is a presiding officer of a meeting and secondly, of an organisation or committee. Every organisation or a committee has a chairman and he presides over all the meetings of the organisa­tion or the committee.

A chairman can be functionally defined as a person appointed to preside over a meeting and to conduct it. The Board of Directors of a company, the Managing or Executive Committee of a society or a club must have a chairman. Every public body like a Municipality or a Port Trust or a Board like the Handi­crafts Board, the Tea Board etc. has a chairman.

An organisation may have a President who generally acts as the chairman of all the meetings of that organisation. An Assembly or Parliament has a Speaker, who is the chairman. In addition to a chairman, every Board or Committee has one or more than one Vice-Chairman (or Vice-President) so that in the absence of the chairman the vice- chairman can conduct a meeting.

A chairman is an essential part of a meeting. Without a chairman a meeting is not properly con­stituted and is invalid. Generally, he is a member of the organisation. The post of a chairman is never permanent, but is renewable.

Appointment of Chairman:

A Chairman is Usually Appointed by Election. Every organisation, while electing the office-bearers, decides at a meeting who will hold what post. The Chairman of a Board of Directors of a company is elected at the first meeting of the Board.

The promoters of a company may decide beforehand who shall be the chairman of the company. The Government nominates a chairman for a public body like a Port Trust, Tea Board, the Board of Trade ate. A chairman may be temporarily elected for a casual meeting or in place of a fixed chairman temporarily.

Accordingly, chairman can be of three types:

(a) A chairman elected by the members of a body for a fixed period of time, say, one year or two years. He shall preside over all the meetings of the organisation during his chairmanship.

(b) When there is a fixed chairman, but for some reasons he is unable to come in time then a temporary chairman called pro tern chairman is elected. This pro tern chairman shall vacate the chair when the fixed chairman arrives.

(c) A chairman is elected at a meeting on the spot and for the purpose when there is no fixed chairman. This is very common at all casual meetings.

(d) Sometimes, the fixed chairman after some time has to leave the meeting earlier for some personal grounds he may request any other senior member of the organisation present at the meeting to take the chair.

Section 175 of the Companies Act states that unless otherwise provided in the articles of the company, the members personally present at the meeting shall elect one of themselves as chairman.

Removal of Chairman:

A chairman elected for the meeting on the spot, may be removed or suspended by the participants of the meeting if the person concerned is found incapable of conducting the meeting. A chairman nominated by the Government cannot be removed by the members.

Remuneration of Chairman:

A chairman of a club or association does not get any remuneration as such. But the chairman of a Board of Directors as a director gets fees, for attending Board meeting and in addition he may get a commission on the net profit of the company by way of managerial remuneration. A chairman nominated and appointed by the Government for a Board or Trust etc. gets remu­neration.

Qualifications of Chairman:

Chairmanship is an art and so a person must have some qualifications to apply that art. Like other arts, this art can be developed and improved through training and practice

The qualifications of a chairman do not mean any academic attainments but they are largely temperamental and consist of personal attributes. Since a chairman has to conduct a meeting which means controlling intelligent human behaviour he must have all the qualifications and tact’s which a man of personality should have.

They are grouped into two and are as follows:

(1) He must have a cool and patient disposition. He shall not be perturbed by any provocation nor shall be influenced by any power.

(2) He must have an impartial attitude to every situation in spite of the fact that he has his own likes and dislikes with regard to any matter discussed at the meeting.

(3) He must be able to make rational judgement on any disputed matter when his opinion or ruling is sought. He needs a judicial mind.

(4) He must be courteous and good-humoured so that he sets up an ideal at the meeting with regard to the mode of behaviour. Every participant must feel that he is sure to get a fair deal from the chairman. He can exercise absolute control over temper only by applying wits.

(5) He must have a democratic outlook allowing the parti­cipants to speak freely without unnecessary interruption.

(6) But at the same time a chairman must be firm in enforcing the rules and principles of meetings, and that without being rude and autocratic.

A chairman must acquire the following qualifications:

(1) He must have the knowledge about the rules and principles related to meetings. The rules are of different types and it is expected that the chairman should possess the knowledge of all. He is however, always assisted by the secretary in this respect.

(2) He must develop a speaking power. Very often a chairman has to deliver a speech as we find at the annual general meeting of a company, the chairman has to deliver a speech which purports the Directors’ Report.

It is common that the secretary prepares it but the chairman has to speak it out. An important person keeps a private secretary for preparing speeches. The chairman of a public meeting has to speak and sometimes extempore, summing up the speeches of other speakers.

(3) He must possess knowledge about the business or nature of activities in which his company or association is engaged, other­wise he may not be able to satisfy members raising questions after his speech is over.

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