Board Empowerment: What Motivates Board Members of Founder-Owned Companies?
通过对俄罗斯大型创始人管理企业AFK Sistema的案例研究,发现创始人赋予董事会实权并招募独立(主要是外国)成员,这种选择性赋权能激励独立董事主动寻找新项目并协助实施,帮助企业克服发展障碍。
This article investigates the role of boards in founder-managed firms with concentrated ownership in emerging markets. The literature frequently suggests that in this type of companies, boards have little influence on the corporate decision making. The article conducts a case study of AFK Sistema—a large Russian founder-managed firm with concentrated ownership. We observe that, contrary to the expectations, in this company, the founder provided real authority to the board, at the same time focusing on recruiting independent (mainly foreign) members. Based on this case, we argue that selectively empowering boards in this type of ownership setting could be beneficial for the firm: Selective empowerment is a source of intrinsic motivation for the independent board members, making them proactively search for new projects and assist in their implementation on behalf of the firm. As a result, the company can overcome a number of important barriers in its development.