• Home
  • Latest
  • Fortune 500
  • Finance
  • Tech
  • Leadership
  • Lifestyle
  • Rankings
  • Multimedia

Trendingnow

1

Pentagon accuses Alibaba, Baidu and BYD, three of China's biggest companies, of supporting the Chinese military

2

'We are rapidly running out of time': Watchdog sounds Social Security alarm after 22% cut confirmed for 2032

3

Trump, who has repeatedly called climate change fake, is now threatening Brazil with tariffs over the deforestation of the Amazon

1

Pentagon accuses Alibaba, Baidu and BYD, three of China's biggest companies, of supporting the Chinese military

2

'We are rapidly running out of time': Watchdog sounds Social Security alarm after 22% cut confirmed for 2032

3

Trump, who has repeatedly called climate change fake, is now threatening Brazil with tariffs over the deforestation of the Amazon
Corporate Governance

HP: It’s tempting, but don’t select Meg Whitman as your next chair

By
Eleanor Bloxham
Eleanor Bloxham
Down Arrow Button Icon
By
Eleanor Bloxham
Eleanor Bloxham
Down Arrow Button Icon
July 17, 2014, 5:00 AM ET
Photo by ChinaFotoPress — Getty Images

On Tuesday, HP announced the sudden resignation of interim board chair Ralph Whitworth effective Wednesday. The activist investor is also taking a leave of absence from the company he co-founded, Relational Investors, for health reasons.

This is not good news for CEO Meg Whitman, who joined HP’s (HPQ) board in January 2011 and became CEO that same year in September. Despite the nearly $9 billion write-down of HP’s Autonomy purchase in November 2012 and lingering concerns about HP’s business model and strategy on her watch, Whitman has survived atop HP much longer than her predecessor Leo Apotheker did. (He served less than a full year.)

Her survival has been aided in large part by Whitworth’s evident patience and support since he joined the board in November 2011 and then became interim chair in April of last year. Whitman has benefited from the respect other shareholders have for Whitworth—and his presence and optimism have reassured HP shareholders about the company’s course, keeping them at bay. The mutual respect between the CEO and chair was evident in their statements in the tech giant’s press release announcing Whitworth’s departure.

Former J.C. Penney (JCP) CEO Ron Johnson likely wishes he’d had Whitman’s situation. In his case, shareholder activist Bill Ackman, who served on the J.C. Penney board, had recommended the former Apple executive for the top spot at the retailer. But Johnson was out the door in less than two years. Patience had run out.

“Ralph was a big asset to corporate governance at HP,” says John M. Nash, founder and president emeritus of the National Association of Corporate Directors. When Whitworth was president of the United Shareholders Association, Nash and Whitworth used to spar on TV about governance issues, Nash says. “We agreed to disagree and we always respected each others’ opinions,” Nash told me. (Full disclosure: Nash has worked with my company.)

HP’s latest voting materials described some of the firm’s accomplishments during Whitworth’s tenure. The company was one of the first to allow shareholder nominated directors, under certain conditions, to be included in the company’s official voting materials. In July 2013, the company hired three new directors. And the board expanded its outreach to shareholders on Whitworth’s watch.

HP had a lot to do to rehabilitate its governance image. Today, HP is no longer the laughing stock it once was in the corporate director community.

It will be difficult for HP’s board to continue effectively in Whitworth’s absence. When Whitworth was appointed as interim chair in April 2013, I wrote that, “Whitworth has pledged that the board will recruit a chair presumably outside the ranks of existing members.” In July 2013, three new directors joined the board. But none have governance running through their veins, like Whitworth has, and none would provide the shield from shareholders that CEO Whitman has enjoyed. As of February 2014, the board reported that it was still searching for a suitable chair candidate.

Giving the chair role to Whitman now would be a big mistake for HP, the board, and Whitman herself. But it’s possible the board will make that mistake. While the shareholder voting materials earlier this year said that, “The Board’s preferred governance structure is to separate the roles of Chairman and CEO because it allows our CEO to focus primarily on our business strategy and operations,” later on, the same document equivocates. “This reflects the Board’s preferred governance structure of a separate Chairman and CEO, but the Board’s leadership structure may vary in the future as circumstances warrant.”

HP has many challenges ahead. At the end of June, HP had good news on the Autonomy front when it reached settlements in three shareholder lawsuits, the Wall Street Journal reported. But, as the Journal pointed out, regulatory inquiries are ongoing. Apple’s (AAPL) new partnership with IBM (IBM) is just one example of a host of competitive struggles the company faces.

Relational, Whitworth’s firm, has been a major owner in HP stock. If the board is smart, they will consider extending an offer to Dave Batchelder, Relational’s other co-founder, to join the board and take the interim chair spot until a permanent chair is selected. Batchelder, like Whitworth, is respected in both the shareholder and board member communities. He could stabilize the board and help ensure HP finds the right permanent chair.

Such a move would also give Whitman more time to focus on her responsibilities as CEO of HP. I’m thinking she could use it.

Eleanor Bloxham is CEO of The Value Alliance and Corporate Governance Alliance, a board education and advisory firm. She may be reached at ebloxham@thevaluealliance.com.

About the Author
By Eleanor Bloxham
See full bioRight Arrow Button Icon

Latest in Management

Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025

Most Popular

Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Fortune Secondary Logo
Rankings
  • 100 Best Companies
  • Fortune 500
  • Global 500
  • Fortune 500 Europe
  • Most Powerful Women
  • World's Most Admired Companies
  • See All Rankings
  • Lists Calendar
Sections
  • Finance
  • Fortune Crypto
  • Features
  • Leadership
  • Health
  • Commentary
  • Success
  • Retail
  • Mpw
  • Tech
  • Lifestyle
  • CEO Initiative
  • Asia
  • Politics
  • Conferences
  • Europe
  • Newsletters
  • Personal Finance
  • Environment
  • Magazine
  • Education
Customer Support
  • Frequently Asked Questions
  • Customer Service Portal
  • Privacy Policy
  • Terms Of Use
  • Single Issues For Purchase
  • International Print
Commercial Services
  • Advertising
  • Fortune Brand Studio
  • Fortune Analytics
  • Fortune Conferences
  • Business Development
  • Group Subscriptions
About Us
  • About Us
  • Press Center
  • Work At Fortune
  • Terms And Conditions
  • Site Map
  • About Us
  • Press Center
  • Work At Fortune
  • Terms And Conditions
  • Site Map
  • Facebook icon
  • Twitter icon
  • LinkedIn icon
  • Instagram icon
  • Pinterest icon

Most Popular

Pentagon accuses Alibaba, Baidu and BYD, three of China's biggest companies, of supporting the Chinese military
Asia
Pentagon accuses Alibaba, Baidu and BYD, three of China's biggest companies, of supporting the Chinese military
By Kate O'Keeffe and BloombergJune 8, 2026
1 day ago
'We are rapidly running out of time': Watchdog sounds Social Security alarm after 22% cut confirmed for 2032
Economy
'We are rapidly running out of time': Watchdog sounds Social Security alarm after 22% cut confirmed for 2032
By Nick LichtenbergJune 9, 2026
10 hours ago
Trump, who has repeatedly called climate change fake, is now threatening Brazil with tariffs over the deforestation of the Amazon
Environment
Trump, who has repeatedly called climate change fake, is now threatening Brazil with tariffs over the deforestation of the Amazon
By Sasha RogelbergJune 8, 2026
1 day ago
Current price of oil as of June 8, 2026
Personal Finance
Current price of oil as of June 8, 2026
By Joseph HostetlerJune 8, 2026
2 days ago
Costco CEO Ron Vachris rose from forklift driver to the C-suite without a college degree: ‘Don’t chase a title’ is the career advice that got him there
Success
Costco CEO Ron Vachris rose from forklift driver to the C-suite without a college degree: ‘Don’t chase a title’ is the career advice that got him there
By Preston ForeJune 8, 2026
1 day ago
Gen Zers are arriving at college unable to even read a sentence—professors warn it could lead to a generation of anxious and lonely graduates
Success
Gen Zers are arriving at college unable to even read a sentence—professors warn it could lead to a generation of anxious and lonely graduates
By Preston ForeJune 7, 2026
3 days ago

© 2026 Fortune Media IP Limited. All Rights Reserved. Use of this site constitutes acceptance of our Terms of Use and Privacy Policy | CA Notice at Collection and Privacy Notice | Do Not Sell/Share My Personal Information
FORTUNE is a trademark of Fortune Media IP Limited, registered in the U.S. and other countries. FORTUNE may receive compensation for some links to products and services on this website. Offers may be subject to change without notice.