Information Control, Career Concerns, and Corporate Governance
研究CEO控制董事会筛选项目所需信息精度时,双方职业关注如何交互影响公司治理有效性,发现经济上行期CEO可能偏好能力较弱的董事会,导致治理弱化。
ABSTRACT We examine corporate governance effectiveness when the CEO generates project ideas and the board of directors screens these ideas for approval. However, the precision of the board's screening information is controlled by the CEO. Moreover, both the CEO and the board have career concerns that interact. The board's career concerns cause it to distort its investment recommendation procyclically, whereas the CEO's career concerns cause her to sometimes reduce the precision of the board's information. Moreover, the CEO sometimes prefers a less able board, and this happens only during economic upturns, suggesting that corporate governance will be weaker during economic upturns.