So, Sue Me...If You Can! How Legal Changes Diminishing Managers’ Risk of Being Held Liable by Shareholders Affect Firms’ Likelihood to Recall Products
利用美国各州逐步采纳通用需求法作为准自然实验,研究发现该法律降低股东诉讼风险后,企业召回产品的可能性下降,且这种效应在客户导向文化或机构投资者监督下减弱。
Research examining the antecedents of recalls, instead of their consequences, is relatively sparse and has not considered whether firms’ likelihood to recall products is influenced by legal changes that could induce managerial opportunism, such as those reducing shareholder litigation risk. To examine this question, the authors exploit the staggered adoption of universal demand (UD) laws across several U.S. states as a quasi-natural experiment. UD laws aim to prevent frivolous litigation from disrupting a firm's normal business operations by making it more difficult for shareholders to sue managers for neglecting their fiduciary duties and hold them personally liable. Although UD laws are well-intended, the reduced threat of shareholder litigation disciplining a firm's managers could have unintended negative consequences. Indeed, using a difference-in-differences analysis, the authors find that following the adoption of UD laws, affected firms become less likely to recall products. This effect is weaker in the presence of organizational mechanisms constraining managers’ self-interest-seeking behavior, such as a corporate culture focused on customer needs and interests or the exercise of normative control through monitoring by institutional investors. The authors do not find support for a potential alternative explanation of operational improvement and therefore higher product quality driving their findings.