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Reciprocally Interlocking Boards of Directors and Executive Compensation

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Author Info
Hallock, Kevin F.

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Abstract

Is executive compensation influenced by the composition of the board of directors? About 8% of chief executive officers (CEOs) are reciprocally interlocked with another CEO the current CEO of firm A serves as a director of firm B and the current CEO of firm B serves as a director of firm A. Roughly 20% of firms have at least one current or retired employee sitting on the board of another firm and vice versa. I investigate how these and other features of board composition affect CEO pay by using a sample of 9,804 director positions in America's largest companies. CEOs who lead interlocked firms earn significantly higher compensation. Also, interlocked CEOs tend to head larger firms. After controlling for firm and CEO characteristics, the pay gap is reduced dramatically. However, when firms that are interlocked due to documented business relationships are considered not interlocked, the measured return to interlock is as high as 17%. There also is evidence that the return to interlock was higher in the 1970s than in the early 1990s.

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Publisher Info
Article provided by Cambridge University Press in its journal Journal of Financial and Quantitative Analysis.

Volume (Year): 32 (1997)
Issue (Month): 03 (September)
Pages: 331-344
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Handle: RePEc:cup:jfinqa:v:32:y:1997:i:03:p:331-344_00

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  1. Renée Adams & Benjamin E. Hermalin & Michael S. Weisbach, 2008. "The Role of Boards of Directors in Corporate Governance: A Conceptual Framework and Survey," NBER Working Papers 14486, National Bureau of Economic Research, Inc. [Downloadable!] (restricted)
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  2. Pascal Frantz & Norvald Instefjord, 2007. "Socially and privately optimal shareholder activism," Journal of Management and Governance, Springer, vol. 11(1), pages 23-43, March. [Downloadable!] (restricted)
  3. Fahlenbrach, Rudiger & Low, Angie & Stulz, Rene, 2008. "Why Do Firms Appoint CEOs as Outside Directors?," Working Paper Series 2008-10, Ohio State University, Charles A. Dice Center for Research in Financial Economics. [Downloadable!]
  4. Vagliasindi, Maria, 2008. "The effectiveness of boards of directors of state owned enterprises in developing countries," Policy Research Working Paper Series 4579, The World Bank. [Downloadable!]
  5. Burcin Yurtoglu, 2003. "Corporate Governance and Implications for Minority Shareholders in Turkey," Working Papers 2003/7, Turkish Economic Association. [Downloadable!]
  6. Randall S. Kroszner & Philip E. Strahan, 2001. "Throwing Good Money after Bad? Board Connections and Conflicts in Bank Lending," Center for Financial Institutions Working Papers 02-12, Wharton School Center for Financial Institutions, University of Pennsylvania. [Downloadable!]
  7. Randall S. Kroszner & Philip E. Strahan, 2001. "Throwing Good Money After Bad? Board Connections and Conflicts in Bank Lending," NBER Working Papers 8694, National Bureau of Economic Research, Inc. [Downloadable!] (restricted)
  8. Eliezer M. Fitch & Lawrence J. White, 2001. "Why Do CEO's Reciprocally Sit On Each Other's Boards?," Working Papers 01-03, New York University, Leonard N. Stern School of Business, Department of Economics. [Downloadable!]
  9. Toby Stuart & Soojin Yim, 2008. "Board Interlocks and the Propensity to be Targeted in Private Equity Transactions," NBER Working Papers 14189, National Bureau of Economic Research, Inc. [Downloadable!] (restricted)
  10. Benjamin E. Hermalin & Michael S. Weisbach, 2001. "Boards of Directors as an Endogenously Determined Institution: A Survey of the Economic Literature," NBER Working Papers 8161, National Bureau of Economic Research, Inc. [Downloadable!] (restricted)
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  11. Randall S. Kroszner & Philip E. Strahan, 1999. "Bankers on Boards: Monitoring, Conflicts of Interest, and Lender Liability," NBER Working Papers 7319, National Bureau of Economic Research, Inc. [Downloadable!] (restricted)
  12. Dinardo, John & Hallock, Kevin F & Pischke, Jörn-Steffen, 2000. "Unions And The Labour Market For Managers," CEPR Discussion Papers 2418, C.E.P.R. Discussion Papers. [Downloadable!] (restricted)
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  13. Bebchuk, Lucian Arye & Fried, Jesse, 2003. "Executive Compensation as an Agency Problem," CEPR Discussion Papers 3961, C.E.P.R. Discussion Papers. [Downloadable!] (restricted)
  14. Lucian Bebchuk & Jesse Fried, 2003. "Executive Compensation as an Agency Problem," Berkeley Olin Program in Law & Economics, Working Paper Series 1106, Berkeley Olin Program in Law & Economics. [Downloadable!]
  15. Chinmoy Ghosh & C. Sirmans, 2005. "On REIT CEO Compensation: Does Board Structure Matter?," The Journal of Real Estate Finance and Economics, Springer, vol. 30(4), pages 397-428, June. [Downloadable!] (restricted)
  16. Renée B. Adams & Hamid Mehran, 2008. "Corporate performance, board structure, and their determinants in the banking industry," Staff Reports 330, Federal Reserve Bank of New York. [Downloadable!]
  17. Richardson, Scott & Tuna, A. Irem & Wysocki, Peter D., 2003. "Accounting for Taste: Board Member Preferences and Corporate Policy Choices," Working papers 4307-03, Massachusetts Institute of Technology (MIT), Sloan School of Management. [Downloadable!]
  18. Jared Harris, 2009. "What’s Wrong with Executive Compensation?," Journal of Business Ethics, Springer, vol. 85(1), pages 147-156, February. [Downloadable!] (restricted)
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