Institutionalized Action and Corporate Governance: The Reliance on Rules of CEO Succession
基于制度化行动理论,研究美国工业企业CEO继任中正式与非正式规则的影响,发现董事会依赖先例和内部劳动力市场选择继任者,且规则对决策既有促进也有约束。
This paper follows an institutional theory of action in exploring the consequences of formal and informal rules on the chief executive officer (CEO) succession process. An analysis of the competing risks of insider versus outsider CEO succession in U.S. industrial corporations provides evidence that boards rely on both past precedents and formal internal labor markets for executive succession and the selection of insiders versus outsiders as CEOs. To exclude alternative explanations that view rules as epiphenomenal, I examine the moderating effects of performance, late CEO departures, the founder's power, and board structure on reliance on rules. The results show substantial inertia in the rules of CEO succession, consistent with an institutionalized action perspective. The findings suggest that rules both enable and constrain board decision making.