Shareholder influence over director nomination via proxy access: Implications for agency conflict and stakeholder value
研究了美国证券交易委员会一项新规（允许大股东在董事提名中发挥更大作用）的市场反应，发现整体正面反应，尤其对董事会独立性弱或CEO控制强的公司更显著，且对债券持有人也有利。
Abstract Corporate governance research indicates that corporate boards of directors may be overly beholden to management, which can be detrimental to firm value creation. Drawing upon agency theory and the governance law literature, we examine the effects of a new SEC rule designed to lessen managerial power by increasing large, long‐term shareholders' influence in the director nomination process. We predict and find support for a positive overall market reaction to the rule's announcement as well as a greater reaction for firms with characteristics that suggest compromised board independence or greater CEO control. Moreover, we examine the implications of greater shareholder voice for another key stakeholder group, firm bondholders, and find evidence that it is also value increasing. We conclude by discussing important implications for theory and practice. Copyright © 2012 John Wiley & Sons, Ltd.