Читать книгу Startup Boards - Sacca Chris, Chris Sacca, Brad Feld - Страница 19

Until the Enron scandal and the ensuing Sarbanes-Oxley legislation in the early 2000s, almost all US-based CEOs were board chairs of their company. Today, 75% of public companies in the United States are still set up that way, although there is a growing movement to separate CEO and chair roles. There are good reasons for that, with larger, public companies and private companies with long and checkered pasts rife with governance issues. It's also common for nonprofits and associations with different stakeholder structures to separate the CEO and board chair roles. However, in closely held private companies, it probably doesn't matter much.

If your board or a major investor insists on someone else being chair, you can always push back and suggest appointing a “lead independent director” instead. If you are a CEO at this type of company, having a lead director or not being the board's chair primarily means two things:

1 You still run the meetings and write all the materials since you run the business.

2 You have one person to consult with on the meeting agenda and the materials ahead of time.

Matt (the founder/entrepreneur) prefers combining the CEO and chair role as the overall leader of the company for a private company, but he can see both arguments. In contrast, while Brad (the VC) is fine with the combined CEO/chair role, he prefers a CEO + lead director role in private companies, especially at later stages.