Before you say yes
What to check before accepting a CEO or C-level role in CEE
Eight questions that belong in the mandate, not just in the final conversation with a candidate.
A senior appointment can go wrong before the new leader starts. Not because the candidate lacks experience, but because the responsibilities, authority and expectations were never properly agreed.
In a retained executive search, defining these points is part of our work with the client. We establish what the role must deliver, who makes the hiring decision and which authority comes with the position before approaching the market.
This matters in Central and Eastern Europe, where local CEOs often carry responsibility for results while significant decisions remain with regional headquarters, group functions or shareholders.
Eight questions help establish whether the appointment has been properly defined.
1. Why is the seat open?
Was the predecessor promoted, did they resign or were they removed? How many executives have held the position in the past five years, and what were they expected to achieve?
Three CEOs in five years deserves an explanation. Repeated changes can reflect a difficult business situation, shifting priorities or disagreements over the role itself.
A new appointment will not resolve a problem the board has yet to identify.
2. Who actually makes the decisions?
A CEE subsidiary CEO may report to a regional executive, while budgets sit with group finance and strategic decisions remain with shareholders. The board should establish who sets the targets, approves resources, evaluates performance and decides on the CEO's continuation.
The organisational chart shows the reporting structure. It does not always show who controls the mandate.
3. What can be decided without approval?
Capital expenditure, pricing, restructuring and appointments to the management team all require clear decision rights. For each, there should be an answer: decided locally, subject to consultation or reserved for headquarters.
In our executive searches, we examine which decisions candidates have personally made and which required group approval. The same distinction matters when defining the authority of the role being filled.
Accountability without corresponding authority creates a problem that even an experienced executive cannot solve alone.
4. Is the mandate agreed, or only described?
What must be different in the business 12 to 18 months after the appointment? If shareholders expect growth, the regional CEO expects higher margins and group finance demands lower working capital, the priorities need to be reconciled.
A job description can list responsibilities. It cannot resolve conflicting expectations between decision-makers. That work belongs before the appointment.
5. Do the numbers support the mandate?
Three years of results, the latest forecast and next year's approved budget establish the starting point.
A new CEO may inherit a plan prepared by the predecessor and approved by headquarters.
Before the appointment, the board needs to decide whether the incoming executive can revise it.
Otherwise, the company risks holding someone accountable for targets without providing the means to achieve them.
6. Does the appointment require regulatory clearance?
Certain senior roles in banking, insurance, payments and aviation involve regulatory suitability assessments, notifications or prior approvals. ECB fit-and-proper procedures, national supervisory requirements and EASA-related arrangements follow different rules. The applicable process depends on the institution, position and jurisdiction.
The board must establish who manages the process, whether the executive can assume the function before the necessary clearance and what happens if a decision is delayed.
A signed contract and an effective appointment date are not necessarily the same thing.
7. What does the contract actually protect?
A CEO title does not guarantee identical contractual protection across CEE.
In Slovakia and Czechia, statutory directors may serve under corporate-law arrangements rather than conventional employment contracts. Termination provisions and financial protection can differ significantly.
Under both countries' employment-law regimes, qualifying post-employment non-compete restrictions can last up to 12 months, with compensation of at least 50% of average monthly earnings for each restricted month. These rules do not automatically extend to corporate-law arrangements.
Existing restrictions, contractual terms and any required legal review must be addressed before the appointment is finalised.
8. What team comes with the role?
The board should know which executives are performing, where critical expertise sits and who may leave following the appointment. Was there an internal candidate for the CEO position? Will that person remain, and under what expectations?
An overlooked internal successor can become a strong partner to the incoming CEO. Unresolved succession decisions can also weaken the management team at precisely the wrong moment.
A decision for both sides
These are not questions to leave for the candidate's final interview. They test whether the board has defined an appointment that a capable executive can realistically deliver.
Where the answers remain unclear, the board needs to resolve them rather than transfer the uncertainty to the incoming leader. The most important question before accepting a senior role is not simply whether the executive can do the job.
It is whether the mandate, authority and resources provide a realistic opportunity to deliver what is expected.
At Menity, defining that mandate is part of our retained Executive Search process. Where the decision requires a review of existing leadership or succession options, we work with boards through CEO & Board Advisory.
About the Author
Peter Nemčok is Co-Founder & Managing Partner at Menity, leading retained CEO, Board and C-level executive searches across Central and Eastern Europe.
