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Board effectiveness and corporate governance
Bibliografi
Author:
Fich, Eliezer M.
;
White, Lawrence
(Advisor)
Topik:
BUSINESS ADMINISTRATION
;
MANAGEMENT|ECONOMICS
;
FINANCE
Bahasa:
(EN )
ISBN:
0-599-77027-9
Penerbit:
NEW YORK UNIVERSITY, GRADUATE SCHOOL OF BUSINESS ADMINISTRATION
Tahun Terbit:
2000
Jenis:
Theses - Dissertation
Fulltext:
9971800.pdf
(0.0B;
12 download
)
Abstract
This dissertation examines how certain corporate governance practices affect board efficiency. This thesis provides a detailed discussion of board composition and other corporate governance issues. Several investigations find that board independence has been beneficial for the corporate governance of the firm. If board independence is a desirable attribute for effective boards, then exploring the mechanisms necessary to retain outside directors is of vital importance for the firm. This thesis considers the usefulness of stock option plans as a device to retain unaffiliated directors with the firm. My findings confirm a positive association between outside director turnover and the absence of a corporate sponsored stock option plan under which outside directors are eligible for awards. Moreover, this result accentuates the significance of the
form
of remuneration rather than the actual level of earnings. Continuing with the analysis of the efficiency of the board due to the participation of outside directors, I investigate whether the principal occupation of these directors make some of them more effective than others. I document evidence consistent with the notion that board directors who contemporaneously serve as CEOs of other organizations enhance company performance. My findings suggest that the principal occupation can determine the effectiveness and importance of the board member. A typical outside director serves on several boards simultaneously. It is not uncommon for the same groups of outside directors (including CEOs) continuously to see each other in board meetings of different firms. In the third essay of this thesis I consider interlocking relationships among firms that emerge due to multiple board memberships by directors. Since interlocking directors have the opportunity to pay and re-pay each other favors due to their various board participations, I specifically examine the effect of mutual board interlocks in the compensation scheme and job duration of the firm's CEO. My results suggest that mutual board interlocks weaken the efficiency of the board. I find that CEO compensation increases with increasing numbers of mutual board interlocks. Moreover, I document an inverse association between mutually interlocked boards and the probability of CEO turnover. The findings presented in this dissertation have important implications for the construction of a streamlined board and for the assembly of efficient compensation packages for board members, as well as for ameliorating the agency problem. As an additional contribution to the corporate governance literature I identify several research questions that can be addressed to further our knowledge in this important strand of the financial economics literature.
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