Corporate Board Composition, Protocols, and Voting Behavior: Experimental Evidence
通过实验室实验，研究董事会构成如何影响投票行为，发现由多数可信但不知情的“监督者”组成的董事会能实施机构偏好的政策，但对异议的惩罚效果不明显。
Abstract We examine voting by a board designed to mitigate conflicts of interest between privately informed insiders and owners. Our model demonstrates that, as argued by researchers and the business press, boards with a majority of trustworthy but uninformed “watchdogs” can implement institutionally preferred policies. Our laboratory experiments strongly support this conclusion. Our model also highlights the necessity of penalties on insiders when there is dissension among board members. However, penalties for dissent appeared to have little impact on the experimental outcomes.