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A Board of Directors can hold a meeting or a portion of the meeting with only non-employee directors, called an executive session. Because these sessions leave employee directors, including the CEO if the CEO is also a director, out of the discussion, they are typically used only to discuss matters that needs to be discussed independently such as the CEO's or another employee's performance or compensation. Because of the nature of the discussions held in an executive session, they can sometimes cause tension or stress between the employee and nonemployee directors, so some boards try to incorporate the sessions into regular meetings to make them less ominous and more focused on creating opportunities for independent discussion among non-employee board members.
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