[USFRIENDINVICTORIA]

You have a point when it comes to companies that are making a good profit, and growing. (Although it doesn't quite explain why CEO compensation is growing so much faster than other salaries -- even for VPs.) But some CEOs have made a ton of money even when their company is losing money, and spiraling down. (I'm not referring to turn-around artists who are brought in to repair the damage done by their predecessor -- I mean CEOs who can't jump and can't score.)

Small investors don't have much power over the Board.

[BillM]

He who pays the piper calls the tune.
There are over 6 billion shares of XOM outstanding.
99.8% of these shares are free trading.
54% of these shares are held by 1958 institutions (pension funds, Mutual funds etc)

This corporation is very widely held. Ony 0.2% of the shares are owned by insiders.

The shareholders always have options if they don't like management.

They can sell there shares or use proxies to change the directors.

[Sam Cree]

"But some CEOs have made a ton of money even when their company is losing money, and spiraling down."

I think John Snow is a good example of the above.