Board Structure Mandates: Consequences for Director Location and Financial Reporting
研究了萨班斯-奥克斯利法案的董事独立性强制规定如何改变董事会地理分布,并意外降低了部分公司的盈余质量,对关注监管后果的学者和实务人士有参考价值。
We examine how the director independence mandates of the Sarbanes–Oxley Act (SOX) and related reforms affected board geography and the quality of financial reporting. Using 1998–2006 data on the residential addresses of individual directors, we document that the geographic proximity to headquarters of audit committees and other monitoring committees declined upon implementation of the mandates. The decrease in proximity was especially large for those firms that were both SOX noncompliant and supply constrained in local director labor markets at the time the reforms were enacted. Moreover, firms with larger SOX-related losses of director proximity experienced significantly greater post-SOX declines in earnings quality. Our findings therefore suggest that, for some firms, the director independence mandates had unintended consequences for financial reporting quality. Data are available at https://doi.org/10.1287/mnsc.2017.2736 . This paper was accepted by Wei Jiang, finance.