新手董事与董事会效能

Rookie directors and board efficacy

Journal of Corporate Finance · 2025
被引 1
人大 A-ABS 4

中文导读

研究了美国公司任命缺乏经验的新手董事对董事会效能的影响,发现能提升监督效率(如CEO更替与业绩敏感度、盈余质量),但不影响咨询能力,反驳了DEI批评者的观点。

Abstract

Recent diversity, equity, and inclusion (DEI) initiatives have resulted in significant board refreshment, specifically in the characteristics and qualities of board members across various dimensions. To facilitate these changes, U.S. boardrooms are increasingly appointing inexperienced rookie directors. Our findings indicate that rookie refreshment enhances board monitoring effectiveness, as evidenced by improved CEO turnover–performance sensitivity, better CEO incentives, and higher earnings quality. While rookie refreshment does not enhance the board's advising capacity, it does not hinder it either. These findings challenge DEI critics who argue that rookie appointments result in inefficient firm-director matching, thereby hampering corporate governance. Moreover, we show that boards continue to benefit from seasoned director refreshment to improve advising effectiveness, as reflected in firms' investment efficiency and acquisition activities and performance. Overall, we posit that rookie directors enhance board effectiveness when their presence refreshes the board's composition relative to its prior attributes.

新手董事董事会效能董事会更新公司治理