"Candidly, things I could have gotten through without anyone blinking an eye three, four or five years ago draw a very detailed discussion today," he says.

"Used to be, if we had one independent board meeting a year" – where executives are excused to let the outsiders discuss issues – "it was unusual. There's one now after every board meeting.

"The old 'Let's take the board out to dinner the night before and get everything taken care of' doesn't happen anymore."

Not even if you serve Courvoisier?

"Nothing helps," Mr. Davis laughs. "In fact, you open yourself up for trouble if you even try to bring up issues before the meeting. The days of rubber stamps are long gone in public boardrooms."

Is that a good thing?

"Very much so. When things seem automatic to me, I often don't spend a lot of time thinking about the downside. These guys do. It makes me better at my job."

Only the most insecure CEOs question the value of this increased level of oversight. Insecurity, in this case, can often mean three things, none of which are good: lack of competence for the job, dishonesty, or both.

The results of a recent survey by the Business Roundtable reveal some healthy trends, if you’re a shareholder wondering whether your representatives, the directors, are actually earning their pay:

--More than four out of five companies (83%) have an independent chairman, lead director or presiding director – a 12% increase from a year ago.

--Every responding company expects outside directors to meet in executive session in 2005, with 71% expecting executive sessions at every board meeting.

--More than 92% of companies report increased director participation in the past two years.

--90% of companies have established procedures for shareholder communications with directors, up from 87% last year.

--85% of nominating committees reported they are willing to consider shareholder recommendations for Board nominees.

Is it harder to find qualified directors in such an environment? Undoubtedly. As Ms. Hall quoted Brinker International CEO Doug Brooks: "Ultimately, you get a board member who can give more time and be more involved and committed to your business. That's a good thing."

Amen.