董事声誉、CEO与董事会权力以及董事会连锁的动态变化

Director Reputation, CEO-Board Power, and the Dynamics of Board Interlocks

ADMINISTRATIVE SCIENCE QUARTERLY · 1996
被引 477
人大 A+FT50UTD24ABS 4*

中文导读

研究了CEO与董事会之间的权力争夺如何影响董事会连锁关系,发现权力差异导致公司董事网络出现分化,对理解大型美国公司董事会控制权的扩散有参考价值。

Abstract

This study advances research on CEO-board relationships, interlocking directorates, and director reputation by examining how contests for intraorganizational power can affect interorganizational ties. We propose that powerful top managers seek to maintain their control by selecting and retaining board members with experience on other, passive boards and excluding individuals with experience on more active boards. We also propose that powerful boards similarly seek to maintain their control by favoring directors with a reputation for more actively monitoring management and avoiding directors with experience on passive boards. Hypotheses are tested longitudinally using CEO-board data taken from 491 of the largest U.S. corporations over a recent seven-year period. The findings suggest that variation in CEO-board power relationships across organizations has contributed to a segmentation of the corporate director network. We discuss how our perspective can reconcile contrary views and debates on whether increased board control has diffused across large U.S. corporations.(.)

公司治理董事会CEO权力组织网络企业控制