Board Structure and Monitoring: New Evidence from CEO Turnovers
利用2003年纽交所和纳斯达克关于董事会及委员会独立性的上市规则作为准自然实验,研究发现被强制提高董事会独立性或设立完全独立提名委员会的公司,其CEO强制更替对业绩的敏感度显著提升,表明独立性能加强CEO监督。
We use the 2003 NYSE and NASDAQ listing rules for board and committee independence as a quasinatural experiment to examine the causal relations between board structure and CEO monitoring. Noncompliant firms forced to raise board independence or adopt a fully independent nominating committee significantly increased their forced CEO turnover sensitivity to performance relative to compliant firms. Nominating committee independence is important even when firms had an independent board, and the effect is stronger when the CEO is on the committee. We conclude that greater board independence and full independence of nominating committees lead to more rigorous CEO monitoring and discipline.