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February 26, 2008: Independent Chairs of Corporate Boards Roundtable
The unique roundtable, convened by the Millstein Center, and sponsored by Spencer Stuart, kicks off a groundbreaking project on the independent chairmanship of corporate boards. Most markets around the world feature split responsibilities of leadership in corporations, with one individual serving as chairman of the oversight board while another holds the post of chief executive officer. Some jurisdictions impose this dual system by law, others as a matter of voluntary practice. Either way, the architecture of corporate leadership helps define channels of management and governance, including relations with shareowners.
In the United States, where most corporations combine the roles in one person, pressure is beginning to build on boards to split the jobs and assign the chairmanship post to an independent non-executive. Yet there is surprisingly little global literature on the practical experience and consequence of independent chairmanship. The Millstein Center’s Independent Chairs of Corporate Boards Project aims to become an early thought leader on the governance culture of separate board leadership and an incubator of a market institution.
The project’s first phase will convene a roundtable of selected independent corporate board chairs, to be held under Chatham House rules. This event aims to highlight leadership practices and promote off-the-record discussion on the nature of independent chairmanship, its perceived strengths and weaknesses, and the challenges faced by independent chairs. A subsequent policy briefing paper outlining the responsibilities of such a role, drawing from international experience, will draw on the roundtable’s discussions.
In a follow-up phase, we would convene a second roundtable later in 2008 to review findings and address additional questions. We anticipate that the project could evolve into a permanent caucus of independent corporate chairmen to facilitate peer relationships and knowledge-sharing. Its mission would be to become a regular source of information and research, networking, policy exploration and cross-fertilization of ideas, including with the academic world.
The Independent Chairs of Corporate Boards Project is chaired by Harry Pearce, Chairman of Nortel Networks Corporation.
