Voici un excellent article paru dans 24/7 WALL St qui montre clairement le besoin de séparer les fonctions de PCA et de PCD. Les études montrent que la rémunération globale des deux postes séparés est significativement moindre que la rémunération d’un PCA/PCD.
« CEOs do not like it. More and more often, it seems, the roles of chairman and CEO become separate from one another. And the arrangement usually is forced on the chief executive. A major problem at a big corporation is often the catalyst of these actions. That certainly happened at many of the nation’s banks after the financial crisis. Troubled Chesapeake Energy (NYSE: CHK) ripped the chairman’s role from CEO Aubrey Mc Clendon when it became clear that he took advantage of his position to financially enrich himself… It turns out that there may be reasons other than good corporate governance practices to separate the two jobs. A new study by GMI Ratings, a corporate governance research firm, claims that the decision to separate the roles also saves a public company, and thus, its shareholders, money. In a new piece of research GMI found :
The cost of employing a combined CEO/chair is 151 percent of what it costs to employ a separate CEO and chairman.
Specifically, the data show :
– Executives with a combined CEO and chair role earn a median total summary compensation of just over $16 million.
– CEOs who do not serve as chair earn $9.8 million in median total summary compensation.
– A separate CEO and chairman earn a combined $11 million ».