Independent Director Tenure and Corporate Governance: Evidence from Insider Trading
研究发现独立董事任期越长,高管的内幕交易获利越多且更具机会主义,表明长期任职的独立董事可能削弱公司治理。
Abstract Executives trade more profitably and opportunistically over the course of the tenure of independent directors (IDs). IDs’ increased connections with and hence allegiance to executives are likely the channel through which ID tenure can affect executive trading. Executive opportunism is mitigated by disciplinary factors that include the presence of a firm’s internal trading policy, blockholders, and IDs with legal expertise as well as the risk of shareholder-initiated derivative lawsuits. These results point to an association between long-tenured IDs and weakened corporate governance.