所有内部董事都一样吗?来自外部董事市场的证据

Are All Inside Directors the Same? Evidence from the External Directorship Market

Journal of Finance · 2011
被引 366
人大 A+FT50UTD24ABS 4*

中文导读

研究了内部董事是否因担任外部董事而不同,发现持有外部董事职位的内部董事所在公司业绩更好、收购决策更优、现金持有更多且盈余夸大更少,外部董事任命能提升股东财富。

Abstract

ABSTRACT Agency theory and optimal contracting theory posit opposing roles and shareholder wealth effects for corporate inside directors. We evaluate these theories using the market for outside directorships to differentiate among inside directors. Firms with inside directors holding outside directorships have better operating performance and market‐to‐book ratios, especially when monitoring is more difficult. These firms make better acquisition decisions, have greater cash holdings, and overstate earnings less often. Announcements of outside board appointments improve shareholder wealth, while departure announcements reduce it, consistent with these inside directors improving board performance and outside directorships being an important source of inside director incentives.

内部董事外部董事职位公司治理董事会绩效