Separation of the Chairman/CEO Roles in Nigerian Public Companies: A Review of the Impact on Board Independence and Governance Outcomes

This doctrinal research article examined the effectiveness of the statutory separation of Chairman and Chief Executive Officer (CEO) roles in enhancing board independence and improving corporate governance outcomes in Nigerian public companies. Drawing upon agency theory and stewardship theory, the study critically analysed the legal and regulatory frameworks, particularly the Companies and Allied Matters Act 2020 (CAMA 2020) and the Nigerian Code of Corporate Governance, 2018 which mandated this separation. While the theoretical premise suggested that such a split mitigated agency problems and strengthened oversight, the article investigates whether this intended outcome is genuinely achieved in practice. It identified persistent challenges to true board independence, including potential undue influence, information asymmetry, and the practical implementation of independent non-executive director roles. The research concludes by evaluating the tangible impact of this separation on key governance outcomes such as transparency, accountability, and ethical conduct, offering recommendations for further strengthening corporate governance practices in Nigeria.