Why Do Boards Exist? Governance Design in the Absence of Corporate Law

Autor:	Charlotte Ostergaard, Salvatore Miglietta, Mike Burkart
Rok vydání:	2017
Předmět:	Economics and Econometrics Cost–benefit analysis business.industry Corporate governance media_common.quotation_subject Accounting Collective action Balance (accounting) Shareholder Voting Mediation Corporate law Business Finance media_common
Zdroj:	SSRN Electronic Journal.
ISSN:	1556-5068
DOI:	10.2139/ssrn.2902617
Popis:	We study under which circumstances firms choose to install boards and their roles in a historical setting in which neither boards nor their duties are mandated by law. Boards arise in firms with large, heterogeneous shareholder bases. We propose that an important role of boards is to mediate between heterogeneous shareholders with divergent interests. Voting restrictions are common and ensure that boards are representative and not captured by large blockholders. Boards are given significant powers to both mediate and monitor management, and these roles are intrinsically linked.
Databáze:	OpenAIRE
Externí odkaz:	https://explore.openaire.eu/search/publication?articleId=doi_dedup___::0935aaccbe0cb5b89a8a541ed969dc9d https://doi.org/10.2139/ssrn.2902617 Zobrazit plný text záznamu