A controversy that has escalated from personal relationships to national security is placing Jensen Huang, founder and CEO of NVIDIA, at the center of the storm.
Currently, the public is concerned: even though he is a co-founder of the company and a symbolic figure in the AI revolution, does the board still have the authority to remove him? If the investigation confirms conflicts of interest, concealment of facts, or national security vulnerabilities, can he still retain his position as CEO?
A lesson from the past
It is not uncommon for major U.S. companies to replace their CEOs due to personal scandals—both Intel and McDonald’s have reached this point before.
In 2018, Intel's then-CEO Brian Krzanich resigned after it was determined that his personal relationship with an employee violated company policies. Intel did not wait for the outcome of any criminal proceedings; the board accepted his resignation following an internal investigation.
In 2019, McDonald's fired CEO Steve Easterbrook after discovering he had a romantic relationship with an employee, violating company policy. The company later found that he had concealed relationships with other employees during the investigation. The U.S. Securities and Exchange Commission subsequently accused him of misleading investors about his departure. He ultimately agreed to be barred from serving as an executive or director of a public company for five years and paid a $400,000 fine.
The cases involving Intel and McDonald’s were both related to their own employees and clearly violated company policies. The investigation into Jensen Huang is different: it involves relationships with executives from external companies and allegations that the CEO may have been targeted by foreign intelligence operations.
How does NVIDIA's Code of Conduct stipulate?
Unlike public discussions about the personal moral conduct of CEOs, NVIDIA’s internal guidelines provide clearer criteria for judgment.
According to NVIDIA's official Code of Conduct (Code of Conduct), board members, senior executives, and employees must comply with requirements regarding integrity, conflicts of interest, confidentiality, and legal compliance.
The four most noteworthy items are as follows.
First, personal relationships may constitute a conflict of interest.
Page 7 of the Code of Conduct clearly states:
“Investments or personal relationships”
“Investments or personal relationships”
Both investments and personal relationships can be sources of conflict of interest.
The guidelines also require that when a personal interest conflicts with, or appears to conflict with, company obligations, the individual must immediately recuse themselves from related decisions and seek guidance from the company’s legal department regarding any actual or perceived conflict of interest.
This regulation does not prohibit company executives from having all personal relationships. However, if a personal relationship involves a key company client and intersects with significant business decisions, it may trigger a conflict of interest review.
Second, the company requires strict protection of confidential information.
Page 12 of the Code of Conduct states:
We uphold confidentiality.
We uphold confidentiality.
The company requires that NVIDIA’s and third parties’ confidential or proprietary information be protected and may only be disclosed externally under appropriate business justifications and confidentiality safeguards.
Therefore, an important part of the investigation may be to verify the communications, business contacts, and access to information of relevant parties to determine whether improper disclosure occurred.
Third, all international trade must comply with export controls.
NVIDIA's guidelines explicitly require that its products, services, and technologies comply with U.S. and relevant countries' export control regulations.
Due to Megaspeed's chip procurement being linked to U.S. export controls on China, the board must evaluate not only individual conduct but also the related business transactions and compliance procedures.
Fourth, violations may lead to termination, but termination is not automatic.
The section on investigations in the Code of Conduct states that the company may implement additional training, strengthen controls, adjust procedures, or take disciplinary actions, including termination of employment, based on the investigation results.
It also explicitly requires relevant personnel to cooperate with internal and external investigations by providing complete, accurate, and truthful information.
Therefore, for Jensen Huang, what could truly lead to his removal as CEO is not just the affair itself, but potential findings of conflicts of interest, information leaks, concealment, or obstruction of investigations.
Does the board have the authority to remove Jensen Huang?
Although Jensen Huang co-founded NVIDIA in 1993 and led the company to become a core player in the global AI industry, from a corporate governance perspective, being a founder does not equate to a permanent right to serve as CEO.
According to the Amended and Restated Bylaws adopted by NVIDIA on March 12, 2024, Section 32 explicitly states:
Any officer may be removed from office at any time, either with or without cause.
Any officer may be removed from office at any time, either with or without cause.
This provision means that the board may remove the company’s senior management by a majority vote of the directors then in office, with or without cause.
However, removing the CEO and removing a board seat are two different matters.
According to the company’s relevant governance documents, the removal of directors by shareholders follows a different procedure and voting threshold. Under the currently disclosed rules, removal for cause typically requires support from a majority of the issued voting shares, while removal without cause requires two-thirds support. The company previously proposed eliminating the supermajority voting requirement, but the related charter amendment proposal in 2025 did not meet the threshold for approval.
Another number worth noting is Jensen Huang's ownership percentage.
According to NVIDIA's annual proxy statement filed with the U.S. Securities and Exchange Commission (SEC) in May 2026, Jensen Huang beneficially owned approximately 870.6 million shares, representing about 3.58% of the company's total shares.
This makes him a significant shareholder, but owning shares alone does not grant control over the board.
In other words, if the board reaches sufficient consensus, there are corporate governance mechanisms in place to remove him as CEO, even if Jensen Huang himself opposes it.
However, being legally removable does not mean the board is willing to do so from a business perspective.
NVIDIA’s product strategy, engineering culture, customer relationships, and interactions with governments worldwide have long been closely tied to Jensen Huang’s personal leadership. Finding a successor, stabilizing the engineering team, and reassuring customers and investors will be unavoidable realities for the board.
This is precisely what sets this incident apart from ordinary corporate executive scandals.
Several possible outcomes
Scenario 1: The investigation found no major violations; Jensen Huang will continue as CEO.
This is the outcome investors most hope for. If the independent investigation finds no evidence of trade secret leaks, significant conflicts of interest, or intentional concealment, the board may choose to close the investigation and recommend enhanced personal security and compliance measures for executives. For Jensen Huang, his reputation may still be affected, but his position may not be.
Scenario Two: Discovery of a conflict of interest or mismanagement, but no major data breach has occurred
If the investigation determines that Jensen Huang improperly managed personal relationships, failed to adequately disclose conflicts of interest, or did not appropriately recuse himself from business decisions involving Megaspeed, the board may opt for internal disciplinary measures, enhanced independent oversight, or restrictions on certain decision-making authorities, rather than immediately removing him as CEO. This would represent a balanced approach between corporate governance and operational continuity.
Scenario Three: Discovery of Serious Concealment or Misrepresentation; Board Requests Resignation
If evidence shows that Jensen Huang intentionally provided false information to the board, obstructed investigations, or allowed personal relationships to significantly influence major company decisions, the board may determine that he has lost the trust required to continue serving as CEO. Even without a criminal conviction, the board retains the authority to require his resignation or formally remove him from office.
Scenario Four: Discovery of significant national security or export control violations, incident escalation
This is the most serious scenario. If the investigation uncovers evidence that sensitive technologies, trade secrets, or regulated information have been improperly disclosed, or that U.S. export regulations have been violated, the incident could escalate from internal governance to government enforcement and regulatory action. Huang Renxun’s position, NVIDIA’s business operations, and U.S. AI industry policy could all be affected.
Wall Street is also divided on these scenarios. According to an Associated Press report on November 9, analyst Dan Ives believes that Jensen Huang’s importance to NVIDIA makes him extremely difficult to replace, making a short-term departure unlikely, though the risk of a board investigation ultimately leading to leadership changes cannot be entirely ruled out.
Next, pay attention to three time points
The U.S. Congress has formally intervened in this matter. Representatives Brian Mast, Chairman of the House Committee on Foreign Affairs; John Moolenaar, Chairman of the House Select Committee on the Chinese Communist Party; and Rick Crawford, Chairman of the House Permanent Select Committee on Intelligence, jointly sent a letter requesting Huang Renxun to clarify his interactions with Alice Huang and NVIDIA’s security procedures for safeguarding against foreign intelligence activities. The following key dates can now be closely monitored:
November 11: Deadline for Congressional Briefing Response
Monitor whether Jensen Huang agrees to attend the closed-door briefing on November 18 or proposes an alternative date.
November 17: NVIDIA Quarterly Earnings Call
NVIDIA has confirmed that its third-quarter fiscal year 2027 earnings call will be held at 5:00 p.m. Eastern Time. In addition to AI demand, revenue, and profit outlooks, investors may also be watching for corporate governance risks. The company has not confirmed whether it will discuss details of the investigation during the call.
November 18: Congress proposes closed-door briefing
If the briefing proceeds as scheduled, lawmakers may further question NVIDIA about its review of the involved clients, information security, and export control procedures. It is currently unclear whether this information will be made public.
Compared to these confirmed or proposed dates, when the board’s independent investigation will be completed remains unknown. For a company at the heart of global AI competition, this turmoil has long transcended the founder’s personal matters, becoming a true test of board independence, internal compliance, and leadership resilience.
References
Amended and Restated Bylaws — March 12, 2024
NVIDIA DEF 14A — May 12, 2026
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