Beruflich Dokumente
Kultur Dokumente
RESEARCH SPOTLIGHT
KEY CONCEPTS
Separation of Chairman and CEO Roles
In theory, having a separate (independent) chair improves the ability of the
board of directors to oversee management.
Potential benefits:
(+) Clearly distinguishes the roles of the board and management.
(+) Eliminates conflicts in the areas of performance evaluation, executive
llxxcompensation, succession planning, and the recruitment of new directors.
(+) Gives one director clear authority to speak on behalf of the board.
(+) CEO can focus completely on strategy, operations, and organizational issues.
KEY CONCEPTS
However, separation of the chairman and CEO roles is not unambiguously
positive.
Potential disadvantages:
(-) Artificial separation, particularly when effective chairman/CEO is already in place.
(-) Duplicates leadership: less efficient decision making, internal confusion.
(-) Recruitment of new CEO is more difficult if candidates expect to hold both titles.
CONCLUSION
The evidence suggests that the independence status of the chairman is not
a material indicator of firm performance or governance quality.
Companies tend to separate the chair and CEO roles to facilitate the
succession process, particularly when appointing a first-time CEO.
Separation might benefit underperforming firms, and harm wellperforming firms.
Mandatory separation would likely cause more harm than good.
BIBLIOGRAPHY
Paula L. Rechner and Dan R. Dalton. The Impact of CEO as Board Chairperson on Corporate Performance: Evidence vs. Rhetoric.
1989. Academy of Management Executive.
Dan R. Dalton, Catherine M. Daily, Alan E. Ellstrand, and Jonathan L. Johnson. Meta-Analytic Reviews of Board Composition,
Leadership Structure, and Firm Performance. 1998. Strategic Management Journal.
B. Ram Baliga, R. Charles Moyer, and Ramesh S. Rao. CEO Duality and Firm Performance: Whats the Fuss? 1996. Strategic
Management Journal.
Aiyesha Dey, Ellen Engel, and Xiaohui Liu. CEO and Board Chair Roles: To Split or Not to Split? 2011. Journal of Corporate Finance.
James A. Brickley, Jeffrey L. Coles, and Gregg A. Jarrell. Leadership structure: Separating the CEO and chairman of the board. 1997.
Journal of Corporate Finance.
Yaniv Grinstein and Yearim Valles Arellano. Separating the CEO from the Chairman Position: Determinants and Changes after the
New Corporate Governance Regulation. 2008. Social Science Research Network.
Ryan Krause and Matthew Semadeni. Apprentice, Departure, and Demotion: An Examination of the Three Types of CEO-Board Chair
Separation. 2013. Academy of Management Journal.
Ryan Krause, Matthew Semadeni, and Albert A. Cannella, Jr. CEO Duality: A Review and Research Agenda. 2013. Journal of
Management.