Essential governance competences of board chairs in Maltese listed entities

Abstract

PURPOSE: This study examines the adequacy of the current fit-and-proper framework regulating board chairpersons in Maltese listed entities and explores stakeholder perceptions regarding the competences required for effective chairing.

DESIGN/METHODOLOGY/APPROACH: A mixed-methods qualitative approach was adopted through 42 semi-structured interviews conducted with chairpersons, directors, company secretaries, executives, and governance specialists involved in Maltese listed entities.

FINDINGS: The findings reveal broad support for fit-and-proper testing as a baseline governance safeguard, although respondents favoured greater proportionality and flexibility, particularly regarding formal qualifications and experience requirements. Leadership, interpersonal, and business-related competences emerged as critical determinants of board effectiveness, with leadership capability identified as especially influential in shaping board dynamics and strategic oversight. While respondents generally opposed substantially stricter scrutiny for chairpersons compared to other directors, greater emphasis was placed on leadership responsibilities and time commitment. The study also highlights the need for clearer regulatory guidance and more structured chairperson development initiatives.

PRACTICAL IMPLICATIONS: The findings suggest that regulators and listed entities should adopt a more proportionate and competency-focused approach to fit-and-proper assessments while strengthening leadership development and guidance for board chairpersons.

ORIGINALITY/VALUE: This study contributes to the corporate governance literature by linking regulatory suitability assessments with practical board leadership effectiveness within the underexplored context of Maltese listed entities.