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Corporate Boards and SEOs: The Effect of Certification and Monitoring

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  • Ferreira, Miguel
  • Laux, Paul

Abstract

In a sample of underwritten seasoned equity offerings (SEOs), issuers with boards dominated by independent directors experience higher abnormal announcement returns than issuers with boards dominated by insiders. Firm size, transparency, and other governance characteristics do not explain the effect of board independence. The positive relation between board independence and SEO returns is more pronounced for firms with lower monitoring costs and more severe financial constraints. The evidence suggests that independent directors have a positive effect because of their role in controlling both shareholder–manager conflicts (monitoring the use of funds) and current–new shareholder conflicts (certification of the issue’s value).

Suggested Citation

  • Ferreira, Miguel & Laux, Paul, 2016. "Corporate Boards and SEOs: The Effect of Certification and Monitoring," Journal of Financial and Quantitative Analysis, Cambridge University Press, vol. 51(3), pages 899-927, June.
    • Handle: RePEc:cup:jfinqa:v:51:y:2016:i:03:p:899-927_00
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    Cited by:

    1. Lee, Chin-Chong & Poon, Wai-Ching, 2018. "Wealth transfers in rights offerings and the protective instruments," Journal of Contemporary Accounting and Economics, Elsevier, vol. 14(3), pages 335-357.
    2. Dawood Ashraf & Mohsin Khawaja & M. Ishaq Bhatti, 2022. "Raising capital amid economic policy uncertainty: an empirical investigation," Financial Innovation, Springer;Southwestern University of Finance and Economics, vol. 8(1), pages 1-32, December.
    3. Fan, Yaoyao & Ly, Kim Cuong & Jiang, Yuxiang, 2023. "Institutional investor networks and firm innovation: Evidence from China," International Review of Financial Analysis, Elsevier, vol. 89(C).
    4. Huang, Kuo-Cheng & Wang, Yu-Chun, 2023. "How do investors underreact to seasoned equity offerings? Evidence from Taiwan's corporate governance evaluation," International Review of Financial Analysis, Elsevier, vol. 89(C).
    5. Autore, Don M. & Jones, Timothy & Kovacs, Tunde & Peterson, David R., 2021. "Confidential marketing in seasoned equity offers," Journal of Corporate Finance, Elsevier, vol. 68(C).
    6. Fauver, Larry & Loureiro, Gilberto & Taboada, Alvaro G., 2017. "The impact of regulation on information quality and performance around seasoned equity offerings: International evidence," Journal of Corporate Finance, Elsevier, vol. 44(C), pages 73-98.
    7. Cathy Xuying Cao & Chongyang Chen & Ekaterina E. Emm & Bo Han, 2022. "Corporate diversification and seasoned equity offering performance," Review of Quantitative Finance and Accounting, Springer, vol. 58(2), pages 581-614, February.
    8. Yang, Mingjing & Cheng, Xiaoke & Chan, Kam C. & Gao, Shenghao, 2018. "Information cost or heterogeneous beliefs? An examination of the impact of value uncertainty on auction-style SEO discounts in China," International Review of Economics & Finance, Elsevier, vol. 54(C), pages 206-217.

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