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Board Composition and Corporate Control: Evidence from the Insurance Industry

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  • Mayers, David
  • Shivdasani, Anil
  • Smith, Clifford W, Jr
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    Abstract

    The authors investigate the role of outside directors in the corporate-control process by exploiting variation in ownership structure within the insurance industry. In mutuals, ownership rights are not transferable. This inalienability restricts the effectiveness of control mechanisms like external takeovers, thus increasing the importance of monitoring by outside directors. Consistent with this hypothesis, the authors find that mutuals employ more outside directors than stocks; firms that switch between stock and mutual characters make corresponding changes in board composition; mutuals' bylaws more frequently stipulate participation by outside directors; and mutuals with more outside directors make lower expenditures on salaries, wages, and rent. Copyright 1997 by University of Chicago Press.

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    Bibliographic Info

    Article provided by University of Chicago Press in its journal Journal of Business.

    Volume (Year): 70 (1997)
    Issue (Month): 1 (January)
    Pages: 33-62

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    Handle: RePEc:ucp:jnlbus:v:70:y:1997:i:1:p:33-62

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    Web page: http://www.journals.uchicago.edu/JB/

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    Cited by:
    1. Iwasaki, Ichiro, 2008. "The Determinants of Board Composition in a Transforming Economy: Evidence from Russia," RRC Working Paper Series 9, Russian Research Center, Institute of Economic Research, Hitotsubashi University.
    2. Kwanghui Lim & Brian Cu, 2012. "The effects of social networks and contractual characteristics on the relationship between venture capitalists and entrepreneurs," Asia Pacific Journal of Management, Springer, vol. 29(3), pages 573-596, September.
    3. Booth, James R. & Deli, Daniel N., 1999. "On executives of financial institutions as outside directors," Journal of Corporate Finance, Elsevier, vol. 5(3), pages 227-250, September.
    4. Benjamin E. Hermalin & Michael S. Weisbach, 2003. "Boards of directors as an endogenously determined institution: a survey of the economic literature," Economic Policy Review, Federal Reserve Bank of New York, issue Apr, pages 7-26.
    5. Ho, Carol-Anne & Williams, S. Mitchell, 2003. "International comparative analysis of the association between board structure and the efficiency of value added by a firm from its physical capital and intellectual capital resources," The International Journal of Accounting, Elsevier, vol. 38(4), pages 465-491.
    6. Hwang, Byoung-Hyoun & Kim, Seoyoung, 2009. "It pays to have friends," Journal of Financial Economics, Elsevier, vol. 93(1), pages 138-158, July.
    7. Ghosh, Chinmoy & Harding, John & Phani, B.V., 2008. "Does liberalization reduce agency costs? Evidence from the Indian banking sector," Journal of Banking & Finance, Elsevier, vol. 32(3), pages 405-419, March.
    8. Alfonsina Iona & Leone Leonida & Aydin Ozkan, . "Determinants of Financial Conservatism: Evidence from Low-Leverage and Cash-Rich UK Firms," Discussion Papers 04/01, Department of Economics, University of York.
    9. Boone, Audra L. & Casares Field, Laura & Karpoff, Jonathan M. & Raheja, Charu G., 2007. "The determinants of corporate board size and composition: An empirical analysis," Journal of Financial Economics, Elsevier, vol. 85(1), pages 66-101, July.
    10. Whidbee, David A. & Wohar, Mark, 1999. "Derivative activities and managerial incentives in the banking industry," Journal of Corporate Finance, Elsevier, vol. 5(3), pages 251-276, September.
    11. Salim Chahine & Assem Safieddine, 2011. "Is corporate governance different for the Lebanese banking system?," Journal of Management and Governance, Springer, vol. 15(2), pages 207-226, May.
    12. Hess, David & Impavido, Gregorio, 2003. "Governance of public pension funds : lessons from corporate governance and international evidence," Policy Research Working Paper Series 3110, The World Bank.
    13. Shijun Cheng & John Evans & Nandu Nagarajan, 2008. "Board size and firm performance: the moderating effects of the market for corporate control," Review of Quantitative Finance and Accounting, Springer, vol. 31(2), pages 121-145, August.
    14. Kang, Jun-Koo & Shivdasani, Anil, 1999. "Alternative mechanisms for corporate governance in Japan: An analysis of independent and bank-affiliated firms," Pacific-Basin Finance Journal, Elsevier, vol. 7(1), pages 1-22, February.
    15. Linn, Scott C. & Park, Daniel, 2005. "Outside director compensation policy and the investment opportunity set," Journal of Corporate Finance, Elsevier, vol. 11(4), pages 680-715, September.
    16. Vafeas, Nikos, 1999. "Board meeting frequency and firm performance," Journal of Financial Economics, Elsevier, vol. 53(1), pages 113-142, July.
    17. Garretsen, Harry & Ees, Hans van & Postma, Theo, 1999. "Top management team and board attributes and firm performance in the Netherlands," Research Report 99E20, University of Groningen, Research Institute SOM (Systems, Organisations and Management).
    18. Noel O'Sullivan, 2000. "The Determinants of Non-Executive Representation on the Boards of Large UK Companies," Journal of Management and Governance, Springer, vol. 4(4), pages 283-297, December.
    19. Booth, James R. & Cornett, Marcia Millon & Tehranian, Hassan, 2002. "Boards of directors, ownership, and regulation," Journal of Banking & Finance, Elsevier, vol. 26(10), pages 1973-1996, October.
    20. J.Cook & S.Deakin & A.Hughes, 2001. "Mutuality and Corporate Governance: The Evolution of UK Building Societies Following Deregulation," ESRC Centre for Business Research - Working Papers wp205, ESRC Centre for Business Research.
    21. Du, Julan & Leung, Charles Ka Yui & Chu, Derek, 2013. "Return enhancing, cash-rich or simply empire-building? An empirical investigation of corporate real estate holdings," MPRA Paper 44253, University Library of Munich, Germany.
    22. Ozkan, Aydin & Ozkan, Neslihan, 2004. "Corporate cash holdings: An empirical investigation of UK companies," Journal of Banking & Finance, Elsevier, vol. 28(9), pages 2103-2134, September.

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