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Costs and benefits of friendly boards during mergers and acquisitions

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  • Schmidt, Breno

Abstract

Finance theory predicts that board independence is not always in the shareholders׳ interest. in situations in which board advice is more important than monitoring, independence can decrease firm value. I test this prediction by examining the connection between takeover returns and board friendliness, using social ties between the CEO and board members as a proxy for less independent boards. I find that social ties are associated with higher bidder announcement returns when the potential value of board advice is high, but with lower returns when monitoring needs are high. The evidence suggests that friendly boards can have both costs and benefits, depending on the company׳s specific needs.

Suggested Citation

  • Schmidt, Breno, 2015. "Costs and benefits of friendly boards during mergers and acquisitions," Journal of Financial Economics, Elsevier, vol. 117(2), pages 424-447.
  • Handle: RePEc:eee:jfinec:v:117:y:2015:i:2:p:424-447
    DOI: 10.1016/j.jfineco.2015.02.007
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    References listed on IDEAS

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    Cited by:

    1. Xu, Jin & Yang, Jun, 2016. "Golden hellos: Signing bonuses for new top executives," Journal of Financial Economics, Elsevier, vol. 122(1), pages 175-195.
    2. Bi, XiaoGang & Wang, Danni, 2018. "Top-tier financial advisors, expropriation and Chinese mergers & acquisitions," International Review of Financial Analysis, Elsevier, vol. 57(C), pages 157-166.
    3. repec:bla:finmgt:v:47:y:2018:i:2:p:209-251 is not listed on IDEAS
    4. repec:uts:finphd:4-2018 is not listed on IDEAS
    5. Burkart, Mike & Miglietta, Salvatore & Ostergaard, Charlotte, 2017. "Why Do Boards Exist? Governance Design in the Absence of Corporate Law," CEPR Discussion Papers 12147, C.E.P.R. Discussion Papers.
    6. MORIKAWA Masayuki, 2019. "Effects of Outside Directors on Firms' Investments and Performance: Evidence from a Quasi-Natural Experiment in Japan," Discussion papers 19072, Research Institute of Economy, Trade and Industry (RIETI).
    7. Hong Zhu & Qi Zhu, 2016. "Mergers and acquisitions by Chinese firms: A review and comparison with other mergers and acquisitions research in the leading journals," Asia Pacific Journal of Management, Springer, vol. 33(4), pages 1107-1149, December.
    8. Aggarwal, Raj & Jindal, Varun & Seth, Rama, 2019. "Board diversity and firm performance: The role of business group affiliation," International Business Review, Elsevier, vol. 28(6), pages 1-1.
    9. Renneboog, Luc & Vansteenkiste, Cara, 2019. "Failure and success in mergers and acquisitions," Journal of Corporate Finance, Elsevier, vol. 58(C), pages 650-699.
    10. Yun Meng & Ninon K. Sutton, 2017. "Is the grass on the other side greener? Testing the cross-border effect for U.S. acquirers," Review of Quantitative Finance and Accounting, Springer, vol. 48(4), pages 917-937, May.
    11. Caleb Stroup, 2017. "International Deal Experience And Cross-Border Acquisitions," Economic Inquiry, Western Economic Association International, vol. 55(1), pages 73-97, January.
    12. repec:scn:00rbes:y:2019:i:3:p:45-82 is not listed on IDEAS
    13. Etienne Redor, 2016. "Board attributes and shareholder wealth in mergers and acquisitions: a survey of the literature," Journal of Management & Governance, Springer;Accademia Italiana di Economia Aziendale (AIDEA), vol. 20(4), pages 789-821, December.
    14. Demirtaş, Gül, 2017. "Board involvement in the M&A negotiation process," International Review of Financial Analysis, Elsevier, vol. 50(C), pages 27-43.
    15. Muhammad Shaique & Fei Guo & Ruqia Shaikh & Shahbaz Khan & Muhammad Usman, 2017. "Role of Social Relations of Outside Directors with CEO in Earnings Management," International Journal of Financial Studies, MDPI, Open Access Journal, vol. 5(4), pages 1-14, December.
    16. Chung, Huimin & Judge, William Q. & Li, Yi-Hua, 2015. "Voluntary disclosure, excess executive compensation, and firm value," Journal of Corporate Finance, Elsevier, vol. 32(C), pages 64-90.
    17. Zhou, Haiyan & Owusu-Ansah, Stephen & Maggina, Anastasia, 2018. "Board of directors, audit committee, and firm performance: Evidence from Greece," Journal of International Accounting, Auditing and Taxation, Elsevier, vol. 31(C), pages 20-36.

    More about this item

    Keywords

    Board independence; Social ties; Mergers and acquisitions;

    JEL classification:

    • G34 - Financial Economics - - Corporate Finance and Governance - - - Mergers; Acquisitions; Restructuring; Corporate Governance
    • G39 - Financial Economics - - Corporate Finance and Governance - - - Other

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