CEO Duality － 이사회의장과 대표집행임원의 겸직문제 －

Abstract

In 2013, the company lawyers in Korea hold a hot debate on the composition of board of directors in listed companies. The issue of splitting or combining the roles of CEO and boardchair is currently urgent to analyze. In corporate America the CEO duality is so pervasive that a global mega-bank, like Wells Fargo, or world-famous investor like J.P.MorganChase have also the combined CEO and boardchairs. The firm performance of these companies reveals also a better result than a company with a splitted leadership structure. In constrast to the U.S., the U.K. companies mostly have a splitted one. One says, that this difference comes from their corporate cultures. The author analyzes the phenomenon ‘CEO duality’ with the following viewpoints. He starts with the theoretical arguments about duality. He explains the agency theory, the stewardship theory and the contingency theory one after another. After this debate, he moves to the relationship between the CEO duality and firm performance. Finally he goes to the hopeful skill for a successful corporate governance drafting especially with regard to the splitting or combining the both positions. He concludes with the following passage of Charles Tribbett : “There is no ‘one-size-fits-all’ approach for the CEO-Chair issue. No single structure works for every corporation.”