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In Defense of Boards

Author

Listed:
  • Silvia Dominguez-Martinez
  • Otto H. Swank
  • Bauke Visser

Abstract

"It is often assumed that bad corporate performance means a bad CEO. The task of a board of directors is then simple: dismiss the executive. If it fails to do so, the board is said to be indolent. We take a kinder approach to observed board behavior and point to the problems even well-intended boards would encounter. They face the twin task of disciplining and screening executives. We analyze the nature of the retention contract a board uses to discipline and screen executives. Consistent with empirical observation, we find that executives may become overly active to show their credentials, and that the link between bad performance and dismissal is weak." Copyright (c) 2008, The Author(s) Journal Compilation (c) 2008 Wiley Periodicals, Inc..

Suggested Citation

  • Silvia Dominguez-Martinez & Otto H. Swank & Bauke Visser, 2008. "In Defense of Boards," Journal of Economics & Management Strategy, Wiley Blackwell, vol. 17(3), pages 667-682, September.
  • Handle: RePEc:bla:jemstr:v:17:y:2008:i:3:p:667-682
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    References listed on IDEAS

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    1. Arvind Parkhe, 1991. "Interfirm Diversity, Organizational Learning, and Longevity in Global Strategic Alliances," Journal of International Business Studies, Palgrave Macmillan;Academy of International Business, pages 579-601.
    2. Steven Brams & Michael Jones & D. Kilgour, 2005. "Forming stable coalitions: The process matters," Public Choice, Springer, vol. 125(1), pages 67-94, July.
    3. Asha Rao & Stuart M Schmidt, 1998. "A Behavioral Perspective on Negotiating International Alliance," Journal of International Business Studies, Palgrave Macmillan;Academy of International Business, pages 665-694.
    4. Robert Axelrod & Will Mitchell & Robert E. Thomas & D. Scott Bennett & Erhard Bruderer, 1995. "Coalition Formation in Standard-Setting Alliances," Management Science, INFORMS, pages 1493-1508.
    5. Daniel J. Seidmann & Eyal Winter, 1998. "A Theory of Gradual Coalition Formation," Review of Economic Studies, Oxford University Press, vol. 65(4), pages 793-815.
    6. Bloch, Francis, 1996. "Sequential Formation of Coalitions in Games with Externalities and Fixed Payoff Division," Games and Economic Behavior, Elsevier, pages 90-123.
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    Cited by:

    1. Annalisa Luporini & Clara Graziano, 2010. "Optimal Delegation when the Large Shareholder has Multiple Tasks," Working Papers - Economics wp2010_05.rdf, Universita' degli Studi di Firenze, Dipartimento di Scienze per l'Economia e l'Impresa.
    2. Schwartz-Ziv, Miriam & Weisbach, Michael S., 2013. "What do boards really do? Evidence from minutes of board meetings☆☆Miriam Schwartz-Ziv is from Harvard University and Northeastern University, e-mail: miriam.schwartz@mail.huji.ac.il. Michael S. Weisb," Journal of Financial Economics, Elsevier, pages 349-366.
    3. Li, Ming & Tymofiy Mylovanov, 2009. "Credibility for Sale: the Effect of Disclosure on Information Acquisition and Transmission," Working Papers 09008, Concordia University, Department of Economics, revised Oct 2009.
    4. Erik Snowberg & Justin Wolfers, 2010. "Explaining the Favorite-Long Shot Bias: Is it Risk-Love or Misperceptions?," Journal of Political Economy, University of Chicago Press, vol. 118(4), pages 723-746, August.
    5. Gayle, George-Levi & Golan, Limor & Miller, Robert A., 2015. "Interlocked Executives and Insider Board Members: An Empirical Analysis," Working Papers 2015-40, Federal Reserve Bank of St. Louis.

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