Traditionally the CEO of a corporation decided whom to invite to board membership and
merely asked the shareholders for approval in the annual proxy statement. All nominees
were usually elected. There are some dangers, however, in allowing the CEO free rein in
nominating directors. The CEO might select only board members who, in the CEO’s opinion,
will not disturb the company’s policies and functioning. Given that the average length
of service of a U.S. board member is for three three-year terms (but can range up to 20 years
for some boards), CEO-friendly, passive boards are likely to result.