What distinguishes an effective CEO-board chair relationship? According to a Spencer Stuart survey of nearly 200 directors and 30 CEOs of S&P 500 companies, trust is the most critical factor. Chairs and CEOs build trust over time by being vulnerable, open, and transparent about their expectations and challenges — particularly in five moments: 1) when negotiating CEO compensation; 2) during the annual CEO evaluation; 3) when giving feedback from executive sessions of the board; 4) when boards consider their own composition and succession; and 5) in moments of adversity.
Over the past decade, a growing number of U.S. boards have followed their European counterparts by separating the chair and CEO roles. Today, almost 60% of S&P 500 companies have done so, with 39% appointing an independent board chair, which we define as a director meeting applicable NYSE or Nasdaq rules for independence.
