董事会构成、持股与董事责任豁免

Board Composition, Stock Ownership and the Exemption of Directors from Liability

JOURNAL OF MANAGEMENT · 1995
被引 37
人大 AFT50ABS 4*

中文导读

研究了工业制造企业董事会构成和持股对董事责任豁免的影响,发现独立董事比例过高会削弱独立董事领导的有效性,机构持股高则与责任豁免相关,且责任豁免涉及社会和经济双重维度。

Abstract

This research examined the relationships between board composition, stock ownership, and the existence of director liability protection in a sample of industrial manufacturing firms. Results indicate that the impact of board leadership on liability protection depends on the proportion of independent directors on the board. Findings suggest that high levels of independent directors compromise the governing effectiveness of independent board leadership. Results demonstrate that stock ownership patterns affect liability protection as well. High levels of institutional ownership are associated with liability protection. While the theoretical paradigm of organizational economics predicts that the decision to provide protection is based on economic advantage, this study shows that liability protection for directors involves social dimensions as well as economic ones.

公司治理董事会董事责任股权结构