Abstract
Using a detailed dataset on the meeting sub-structure of the board to create various measures capturing CEO involvement in the internal decision-making processes of the board, this paper investigates the time trends as well as the cross-sectional determinants of internal boardroom control. First, I document that the principal governance reform following the corporate scandals of 2000-2002 was the removal of the CEO as a participating and voting member in board operations - both in terms of board oversight (monitoring) and investment decisions. Consistent with this being against the preferences of the average CEO, I find that CEO power is negatively related to board monitoring work being handled outside of the CEO's presence and positively related to board-time spent in the executive committee. Together, the results highlight that the governance standards of the modern board are not only defined by the composition and size of the board, but also by its internal operating form.
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