Abuse of power

The litany of court cases concerning executive abuse of power has brought about, correctly, a profound review of how boards and governance should work. Several fundamental points can be made clearly:

  1. The checks and balance system is essential. The roles of Chairman and Chief Executive should always be kept separate.
  2. The Chairman runs the Board, the CEO runs the Business, delivering the strategy agreed by the Board.
  3. The Chairman is responsible for hiring and firing the CEO. He or she monitors the CEO’s performance and. ideally, he or she is like a coach to the CEO.
  4. The CEO should not rise to become the Chairman – it almost certainly will castrate the incoming CEO.
  5. The Chairman, though non–executive, should be independent through a 3–5 year contract, and should be expected to be dedicated to the business in terms of time and salary. Portfolio Chairmen are a waste of both.

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