A CEO’s influence on the board can reduce the board’s effectiveness in monitoring managers. The greater a CEO’s influence on the board, the less likely the board is to suspect irregularities that a more independent board may have caught. Concerns about a CEO’s influence on the board have led the NYSE to propose that each board have a nominating or corporate governance committee that is comprised solely of independent directors. The NYSE views board nominations to be among the more important functions of a board and concludes that independent nominating committees can enhance the independence and quality of nominees. However, it is possible that even if a CEO is.
