The CEO's last 100 days: A Checklist for Chairs
Considerations for chairs during a period of great upheaval for their organisation.
Appointing a CEO is one of the most important decisions a chair and their board ever makes. Many chairs will never have experienced overseeing the transition from one CEO to the next and it can be a daunting task; getting it wrong can have a significant impact on the organisation and reverberate for years. Regardless of whether external recruitment support is commissioned, there’s a lot to do during this period1.
Despite it being inevitable that all CEOs will eventually leave the role for one reason or another, most organisations are unprepared to replace them2. For the majority of chairs we spoke to during this study, even where the relationship between the chair and CEO had been open and positive, the CEO’s resignation had come unexpectedly and the organisation had no formal succession plan.
Every situation will be different but as a result of interviews with chairs and departing CEOs, a search of the available literature and our own experience of working with boards and leaders, we’ve put together a checklist of 10 steps for the chair to consider during this period.
You may find it helpful to read this resource in conjunction with our earlier study on the Chief Executive’s Last 100 days for perspectives from those leaving the role.
And please note, this resource is not intended as a guide to the recruitment of a new CEO. For practical advice, you could look at ACEVO / Green Park’s guide to the recruitment of a chair, chief executive and trustees.
A chair's checklist
- Be alert to how you respond to the news that the CEO is leaving
- Decide how and when to communicate the news
- Take action - recognise that the CEO's notice period will go by fast
- Agree how trustee colleagues will be involved in the recruitment process
- Agree the role description and specification for the new CEO
- Treat the last 100 days like an extended exit interview
- Ensure open communications with the organisation and model the values
- Support the outgoing CEO to feel valued and help to enable a good ending
- Plan for the incoming CEO's arrival
- Learn and prepare for the future and the next departure
1. Be alert to how you respond to the news that the CEO is leaving
- Consider how you might react on receiving the news of the CEO’s departure. One chair told us that they responded positively seeing it as ‘part of the plan, rather than a shock to the system, or the sky falling in’, taking the view that a leadership refresh can be good for an organisation, offering opportunities to move up to another level. But others candidly admitted reacting badly (‘feeling great irritation’) particularly when the CEO had previously, in some cases recently, signalled an intention to stay longer in the role.
- Advice from chairs we spoke to is ‘to be kind, even when it’s a disappointment’, to avoid ‘seeing the resignation as a rejection’ or taking it personally, whilst ‘being conscious of your emotional state’ and to recognise that ‘it’s a job and life changes, opportunities come up’.
Tip: Building into the board calendar, annual discussions on succession can help to minimise the shock of an unexpected resignation because dealing with such an eventuality will have been a regular part of the board’s deliberations. See step 10 below (‘Learn and prepare for the future and the next departure’).
2. Decide how and when to communicate the news
- Agree a common narrative about the departure with the outgoing CEO and board, and request a communication plan to be drafted and approved by the board, incorporating how and when the internal and external announcements will be made including to key stakeholder groups.
- Be sensitive to the fact that announcing the news will, for many CEOs, engender a complex range of feelings including guilt, sadness or anxiety about leaving colleagues and people the organisation supports and about ending this stage of their career.
- Aim to minimise the period during which the outgoing CEO must keep their departure confidential given the difficulties (practical and emotional) that can be generated when only they and the board know the news3.
- Consider, as one chair did, co-ordinating the announcement with the chair of the departing CEO’s new organisation, thereby minimising disruption by agreeing a consistent message about what would be said and when ‘to ensure the messaging worked well for both organisations.’
Tip: Where a CEO hasn’t given an actual leaving date – and whilst appreciating the flexibility this can offer by the CEO staying to complete a project etc. – the chair should firm up a departure date so that plans can be formalised to start the recruitment process and avoid ‘drifting along without a clear plan’.
3. Take action - recognise that the CEO's notice period will go by fast
- More than one CEO gave significantly more than their contractual notice which was appreciated but even so, chairs told us that this period went by ‘incredibly quickly’ particularly for a board with no prior experience of recruiting a CEO; more than one chair advised ‘don’t panic, but get on with it’.
- Matters to consider include:
- Agreement on the specification for the CEO role (see step 5 below).
- Whether to appoint an interim leader; one chair, in agreement with the incumbent CEO, appointed some additional executive support during this period, before a new appointment was made.
- Whether to commission external support such as a recruitment or search agency or to directly advertise and manage the process in house.
- How to ensure a transparent and equitable recruitment process, reaching as wide an audience as possible, to attract a broad, diverse range of talent.
- Who will support the board from the staff team (with communications including social media etc., recruitment marketing, administration etc.).
- How to invite and respond to internal applications.
- What opportunities will be offered to candidates to talk to the outgoing CEO.
- How staff and those the organisation supports will be involved in the selection process.
- What to do if an appointment is not made first time round; explore different scenarios (‘what’s our plan B?’).
- How to seek sufficient information on the shortlisted candidates to support an informed judgement
Tip: Keeping the outgoing CEO informed about the recruitment process and progress etc. will enable them to promote the vacancy and talk confidently to stakeholders (staff, volunteers, those the organisation supports, supporters etc.), helping to minimise uncertainty and a potential loss of confidence in the organisation.
4. Agree how trustee colleagues will be involved in the recruitment process
- Agree what roles board colleagues will play. If there’s no Nominations Committee, you may decide to convene a time limited committee to oversee the process; if the latter, agree who will lead this if not yourself; determine the terms of reference setting out what powers the board agrees to delegate.
- Agree how the board will be kept informed; one chair for example held a short and virtual weekly meeting to update trustees on progress and seek agreement where necessary.
- Decide who will make the final decision (how many board members will be involved).
Tip: More than one chair cautioned against ‘taking decisions on your own’ whilst recognising that there is much to do in a short period of time. Ensure that the board owns the process.
5. Agree the role description and specification for the new CEO
- Decide what knowledge, skills, experience and behaviours the incoming CEO will need to lead the organisation into its next phase of strategic development. Most chairs will seek input from the incumbent CEO (providing information about the role and necessary qualities; supporting the production of a recruitment pack of materials etc.) but it’s the board’s role to sign off the specification. NB Harvard Business Review suggests that when outgoing CEOs are actively engaged in supporting the process to recruit their successors, ‘handoffs are much more successful’4; and McKinsey warns against ‘similarity bias’5 in succession planning where an outgoing CEO or the board may favour a candidate or promote the qualities etc. that most closely mirror their own or those of the current CEO which, depending on the circumstances, may not prove to be the best choice.
- Agree the areas to focus on during the interview process, the questions you will want to ask shortlisted candidates and what you would expect to see in a good answer. For some examples of competency based questions see Harris Hill's advice.
Tip: See the detail in the Chief Executive’s last 100 days about developing the role description and specification.
6. Treat the last 100 days like an extended exit interview
- Although the incumbent CEO retains 100% accountability until their last day in the role, their influence diminishes during this period as longer term strategic or operational decisions need to be left for their successor. There’s a balance to be drawn between maintaining stability and the organisation becoming paralysed and de-energised during this period. Agree with the outgoing CEO the key priorities - those that are essential to maintain business as usual but not stall the organisation - and capture them in a transition plan. Revisit and refine the plan as the notice period progresses and share with the board.
- Be clear about your expectations of the CEO during this period (‘what they need from you and what you can expect from them’). Decide if you need to adjust your meeting frequency with them and review the focus of this time together.
- Use this time to learn about the board’s performance and its role partnering the CEO; for example, how well trustees supported the CEO to deliver the role including whether they had the right tools and resources to lead the organisation.
- Consider recommending that a formal exit interview takes place to learn from the past and prepare for the future (and offer the outgoing CEO a choice of who conducts it) which could provide a useful opportunity for the board to gain feedback on the dynamics between the outgoing leader and yourself which will be helpful in understanding how this might affect an incoming leader. See Board Source on how to conduct an exit interview with an outgoing CEO, including sample questions to ask.
- Make the most of board time with the outgoing CEO. If not already in place, build into the agenda a closed session (board and CEO only time) and encourage open and candid conversations about organisational challenges, opportunities and risks including those in the external environment, deepening trustee knowledge across key matters beyond the formality of board papers, helping to set the scene for an incoming leader.
Tip: Be prepared, as more than one chair found, for board meeting agendas to become somewhat ‘bland’ during this period; less focus on the future and more on the day to day, maintaining stability and confidence.
7. Ensure open communications with the organisation and model the values
- Don’t allow a vacuum of information to develop which will encourage rumour and gossip; staff and those the organisation supports will be watching and wondering, often with some anxiety, about what’s happening including how this upcoming change of leadership might affect them.
- Model the organisation’s values thoughtfully during this period in all activities. Staff and other stakeholders will be alert to how the board is behaving and will likely pick up how the outgoing CEO is being treated (explicitly or implicitly); if they appear to be excluded or unhappy, this will generate concern and uncertainty and may lead to a loss of confidence in the organisation’s future or the board’s ability to oversee a positive transition.
- Take advantage that people will be more open during this period and use it as an opportunity to get to know the organisation from different perspectives.
Tip: Depending on whether the CEO is still in post and, if so, with their agreement, consider (temporarily) adjusting the relationship with the SLT who are going to have to step up and navigate the transition to new leadership, but be ready to draw back once the new CEO is in place to avoid undermining them and reinforce the boundary between governance and operations.
8. Support the outgoing CEO to feel valued and help to enable a good ending
- Seek to understand how the outgoing CEO is feeling and what you and the board can do to help them detach from the role and exit well. Don’t underestimate the emotional impact of the departure (‘for many CEOs, the role is less a job and more an all-encompassing identity. So leaving it can be emotional.’6). Harvard Business Review suggests that CEOs often find the final stage of their tenure - passing the baton - ‘the most challenging’ of their role7.
- Ask what would make a difference and be helpful. As one chair observed, trustees have a duty of care towards the outgoing CEO and making them feel valued is essential (‘my predecessor was responsible for ensuring a good beginning; I have to ensure a good ending’). Carelessness during this end phase can sour what has otherwise been a positive relationship.
- Agree with the outgoing CEO an event to formally mark their departure and publicly celebrate their achievements and legacy.
Tip: The strength of the relationship between the chair and CEO comes to the fore at the point of transition; this involves trust and a willingness to share and be open with each other. It is unlikely that, if not there before, a strong relationship will develop during this period. See the Association of Chair’s A Question of Balance8 on the chair-CEO relationship.
9. Plan for the incoming CEO's arrival
- Develop (and be led by the incumbent CEO) an onboarding programme for the incoming CEO starting on appointment and before formally taking up the role, including introductions to key stakeholders, attending meetings and getting to know the board, senior team and other staff, which ‘signals a degree of continuity’9.
- Champion the incoming leader through all communications (from yourself and the board, the incumbent CEO etc.), providing reassurance and a bridge between the outgoing and incoming CEO.
- Be mindful of how to make the most of this important period when the incoming CEO may be going through their own last 100 days and will have limited time (but are keen to get to know the organisation).
- Encourage the outgoing CEO to engage with the incoming leader (as much as the latter wishes to) as their ‘insights and accumulated wisdom are uniquely valuable during the transition and even beyond’10 helping them to get up to speed as fast as possible.
Tip: While induction typically focusses on the early days of an appointment, onboarding extends beyond the initial period and, for an incoming CEO, will start before their first official day in the role and continue for several months.
10. Learn and prepare for the future and next departure
- Explore with the board - after the departure of the CEO and an appointment has been made - and identify what worked well during the process and what might be done differently next time.
- Plan for the next departure by regularly discussing succession. As part of this:
- Include the departure (expected or unexpected, temporary or permanent) of the CEO (or key SLT members) in the strategic risk register recognising the impact this would have on the organisation.
- Build a regular conversation into the board’s forward plan or calendar to ensure there’s an annual discussion on succession. Include as a closed board discussion as well as, on occasion, involving the current CEO.
- Consider when a departure might happen and plan a timeline accordingly. Check the CEO’s notice period is long enough to provide time for the recruitment process of their successor to at least be well underway by the time they leave.
- Consider the expected legacy of the current CEO including their profile / influence in the sector or network; what achievements or challenges are they likely to leave on departure and what can be learnt from this i.e. when considering the specification of the next CEO and the potential impact of the current CEO’s departure; what risks or opportunities does this present for the future organisation? What needs to be considered to support your strategic ambitions? Review annually as the organisation’s needs or the external environment changes.
- Have a backup ‘emergency’ succession plan to manage a sudden and unexpected CEO departure e.g. considering what arrangements the board might put in place for interim internal or external support to step into the role while trustees decide how to proceed. Review the plan annually and keep it up to date.
Tip: Whilst many organisations are unlikely to be able to identify a CEO successor from the current staff, succession planning should be a key matter for all boards regardless of the organisation’s size or development stage and ‘should begin upon appointment’ for both chair and CEO roles11.
Join the conversation
We would encourage you to engage with The chief executive's last 100 days resource on social media and share your own experience of appointing a new CEO as a chair. Please tag @BayesCCE in your post.
Related resources
Authors/acknowledgements
This checklist was produced and written by CCE's Fiona Ash. Published November 2024.
References
Ash F., Copeman C. (2022) The chief executive's last 100 days | Bayes Business School (city.ac.uk)
Centre for Charity Effectiveness (2024) The Future Charity Chair – a research project looking at the essential attributes that charity chairs of the future will need to embrace
(2) Chadha P. (2022) As the Great CEO Resignation Continues, Does Your Board Have a Succession Plan in Place?, Corporate Compliance Insights
(10) Friel T.J., Duboff R. (January 2009) The Last Act of a Great CEO, Harvard Business Review
(9) Gillespie D., Simpson T. (2022) The board’s playbook for the CEO’s last 100 days, Oliver Wyman
(3), (4), (6) Jerusalim R.S., Kwok N. (July – August 2024) The vital role of the outgoing CEO, Harvard Business Review
(8) Association of Chairs (2015) A Question of Balance - helping chairs to explore and strengthen the relationship they have with their CEO
(5) Koller T., Schatz D. (January 2024) A structured approach to succession planning, McKinsey
(7) Nohria N. (July 2024) The CEO journey is a three act play, Harvard Business Review
(11) Spencer Stuart (last accessed 11 July 24) Succession planning: Boardroom Best Practice - Chapter 5
(1) Tebbe D. (March 2019) What to Do - and Not Do - When Your Chief Executive Leaves, BoardSource
Useful organisations
Centre for Charity Effectiveness: offering programmes supporting aspiring and new chief executives and other development opportunities including consultancy (governance, strategy, leadership).
Association of Chairs: dedicated to supporting chairs to lead their charities well and achieve the most impact in society.
ACEVO: supporting leaders of charities and social enterprises in England and Wales.
ACOSVO: supporting voluntary sector leaders in Scotland.
CO3: supporting, developing and connecting third sector leaders in Northern Ireland.
Disclaimer
While great care has been taken to ensure the accuracy of information contained in this resource, information contained is provided on an ‘as is’ basis with no guarantees of completeness, accuracy, usefulness, timeliness or of the results obtained from the use of the information and The Centre for Charity Effectiveness accepts no responsibility or liability for any errors or omissions that may occur. The Centre for Charity Effectiveness and authors make no representation, express or implied with regard to the accuracy of the information contained in this content. The views expressed in this resource may not necessarily be those of The Centre for Charity Effectiveness. Any action you take upon this information is strictly at your own risk. Specific advice should be sought from professional advisers for specific situations.
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