Boards-R-Us: Reconceptualizing Corporate Boards

Consensus, Control and Corporate Boards∗

We investigate properties of shareholder-value maximizing corporate boards in situations where both the management and the board have expertise (or private information) relevant for the decision facing the corporation. We suppose that the board cannot directly monitor management in a way that eliminates distortions arising out of managerial agency. This creates a trade-off between improving inf...

Medical research oversight from the corporate governance perspective: comparing institutional review boards and corporate boards.

Communication and Decision-Making in Corporate Boards

This paper develops a model of communication and decision-making in corporate boards. The key element of the paper is that the quality of board communication is endogenous, because it depends on the e¤ort directors put into trying to communicate their information to others. In the model, directors may have biases regarding board decisions and may also be reluctant to disagree with other directo...

Stalled: Gender Diversity on Corporate Boards

I. THE PRESENT ...................................................................................... 8 A. The Numbers ................................................................................. 8 B. Private Initiatives .......................................................................... 9 C. Government Initiatives (or Lack Thereof) .................................. 11 1. Congress....

Law and Corporate Boards: Evidence from Europe

When minority shareholder laws are strong, then minority shareholders should have more power to affect board composition and structure. Therefore, countries with strong minority shareholder laws should have ‘good’ corporate boards of directors (i.e., one that looks out for minority shareholders’ bests interests). Assuming that boards with independent directors and fewer directors are indicative...