Powerful Independent Directors
研究发现,独立董事的社会网络权力与公司估值正相关,有影响力的独立董事突然去世会显著降低股东价值,而其他独立董事去世则无此影响。进一步分析表明,有影响力的独立董事能减少价值破坏的并购、降低自由现金流留存、加强CEO问责并减少盈余管理。
Abstract Shareholder valuations are economically and statistically positively correlated with independent director power, gauged by a composite of social network power centrality measures. Powerful independent directors’ sudden deaths reduce shareholder value significantly; other independent directors’ deaths do not, consistent with powerful independent directors increasing firm valuations. Further tests associate more powerful independent directors with less value‐destroying mergers and acquisitions, less free cash flow retention, more CEO accountability, and less earnings management. We interpret these findings as more powerful independent directors better detecting and countering CEO missteps because of better access to information, greater credibility in challenging errant top managers, or both.