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GRI Training Partner GRI 2 · General Disclosures · Disclosure GRI 2-11

Chair of the highest governance body

GRI 2-11 · mandatory · narrative disclosure

Disclosure 2-11 requires an organization to report whether the chair of its highest governance body is also a senior executive in the organization. The disclosure does not require the organization to name the individual, although it may do so or cross-reference its governance information.

Disclosure focus

A senior executive is a high-ranking member of the organization’s management, such as the Chief Executive Officer or an individual reporting directly to the CEO or the highest governance body. The assessment should therefore consider the chair’s actual management position, reporting line and responsibilities, rather than relying only on a job title or on whether the chair manages day-to-day operations.

If the chair is not a senior executive, a clear statement to this effect is sufficient for Disclosure 2-11.

If the chair is also a senior executive, the organization must explain:

1. the chair’s function within the organization’s management;2. the reasons for combining the chair and senior executive roles;3. how conflicts of interest arising from the arrangement are prevented and mitigated.

The highest governance body is the governance body with the highest authority in the organization. The term “Board Chair” should be used only where the Board is the organization’s highest governance body. Where the organization has a two-tier or another non-standard governance structure, the organization should explain the structure and identify the chair or chairs relevant to this disclosure.

If the chair or the chair’s senior executive status changed during the reporting period, the organization should describe the relevant periods and arrangements where this is necessary to avoid a misleading statement. This is an LRA preparation recommendation and not an additional requirement of GRI 2-11.

Reasons for omission are permitted for Disclosure 2-11. Where the organization cannot report a required item, it must identify the affected requirement and provide an applicable reason for omission and the required explanation in its GRI content index.

This LRA educational guidance supports disclosure preparation. For the exact requirements, always refer to the official GRI source.

Prepare

What to collect before drafting

Tick each field as the evidence lands. Owners are the teams that usually hold the source files.

  • Chair and senior executive status

    Company Secretariat / Governance

    State whether the chair of the highest governance body was also a senior executive during the reporting period.

    Evidence Dated source records, governance papers and approval evidence supporting chair and senior executive status.

    Watch for The published response for chair and senior executive status is incomplete or does not match the supporting records.

  • Chair's function in management

    Company Secretariat / Governance

    If the dual role existed, explain the chair's actual function within management.

    Evidence Dated source records, governance papers and approval evidence supporting chair's function in management.

    Watch for The published response for chair's function in management is incomplete or does not match the supporting records.

  • Reason for the dual role

    Company Secretariat / Governance

    If the dual role existed, explain why the combined arrangement was used.

    Evidence Dated source records, governance papers and approval evidence supporting reason for the dual role.

    Watch for The published response for reason for the dual role is incomplete or does not match the supporting records.

  • Conflict prevention and mitigation

    Company Secretariat / Governance

    If the dual role existed, explain how conflicts arising from it were prevented and mitigated.

    Evidence Dated source records, governance papers and approval evidence supporting conflict prevention and mitigation.

    Watch for The published response for conflict prevention and mitigation is incomplete or does not match the supporting records.

Before you start

  • Identify the highest governance body of the reporting organisation; do not assume that it is always a unitary board.
  • Treat the final three fields as conditional: they apply only if the chair was also a senior executive.
  • Have the supporting records and the final response been reconciled?
+ Show GRI 2-11 sub-elements (LRA working checklist)

How to prepare it

Identify the highest governance body of the reporting organisation; do not assume that it is always a unitary board.
Collect and reconcile the records for: Chair and senior executive status; Chair's function in management; Reason for the dual role; Conflict prevention and mitigation.
Treat the final three fields as conditional: they apply only if the chair was also a senior executive.
Draft the response using the defined terms shown in the disclosure focus; do not substitute broader internal labels.
Review the final wording against every requirement and the supporting governance or data records before sign-off.

Request the data

Request the disclosure evidence

Translate the disclosure into an internal business question — then adapt it to your organisation's own language.

Confirm whether the chair of the highest governance body was also a senior executive during the reporting period and, if so, provide the management function, rationale and conflict safeguards.

Use the organisation's own role and document names, but preserve the defined GRI terms and the scope described above.

Better request

Confirm whether the chair of the highest governance body was also a senior executive during the reporting period and, if so, provide the management function, rationale and conflict safeguards.

Draft your disclosure

Notes that turn data into a disclosure

LRA training templates — adapt them to your organisation, and check the official source before sign-off.

Method note

Explain how the chair's position, reporting line and responsibilities were assessed against the GRI definition of senior executive.

Context note

Describe relevant role-holder or status changes during the reporting period where a reporting-date answer alone would be misleading.

Download Centre

Preparation tools & forms

Download preparation tools for GRI 2-11 with free verified email access for 24 hours. Source-report links remain public.

Free · Email access

Check

For each claim, check the evidence

  • Chair and senior executive status is reported accurately and completely.

    Risk The response omits, misclassifies or overstates chair and senior executive status.

    Evidence to check Dated source records, governance papers and approval evidence supporting chair and senior executive status.

  • Chair's function in management is reported accurately and completely.

    Risk The response omits, misclassifies or overstates chair's function in management.

    Evidence to check Dated source records, governance papers and approval evidence supporting chair's function in management.

  • Reason for the dual role is reported accurately and completely.

    Risk The response omits, misclassifies or overstates reason for the dual role.

    Evidence to check Dated source records, governance papers and approval evidence supporting reason for the dual role.

  • Conflict prevention and mitigation is reported accurately and completely.

    Risk The response omits, misclassifies or overstates conflict prevention and mitigation.

    Evidence to check Dated source records, governance papers and approval evidence supporting conflict prevention and mitigation.

Evidence pack to prepare

Common reporting gaps

  • Naming the chair without answering the dual-role question.
  • Replacing senior executive with senior management or another broader term.
  • Assuming highest governance body always means Board.
  • Describing generic conflict controls rather than conflicts arising from the dual role.
  • Presenting four working fields as four GRI requirements.
✓ Knowledge Hub AI Assistant · Human-in-the-loop
Dr Ross Kurinko

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Framework references

Relevant GRI requirements and related disclosures

GRI

GRI 2-11

within GRI 2: General Disclosures

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Guides that settle this question

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