Busy Directors, Reputational Incentives and the Monitoring Behaviors of Independent Directors
- 2016年 
【中文摘要】自繁忙董事假说以来,多席位独立董事在公司治理中起到的作用广受质疑。以公司规模作为独立董事席位的声誉激励衡量指标,可探究不同席位声誉激励对独立董事监督行为及其效率的影响。研究结果表明,多席位独立董事在各公司间的监督行为存在差异,在声誉激励较大的任职企业,独立董事履行监督义务更为勤勉负责,缺席董事会会议可能性较小;受到高声誉激励的独立董事占所有独立董事的比例与公司业绩表现成正比。以上结论为理解声誉激励的运行机理提供了行为层面的经验证据,也有助于上市公司完善独立董事的选聘和监督机制。 【Abstract】Since the busy directors hypothesis was put forth by Ferris (2003), the question of whether multi-seat independent directors contribute to corporate governance or not has been extensively inquired about. Using firm size as the measurement of reputational incentives imposed by independent directorship, we investigate the effect of distinct reputational incentives on the monitoring behaviors and performance of independent directors. We find that the monitoring behaviors of multi-seated independent directors vary among firms of different sizes. In those companies which offer higher reputational incentives, independent directors perform their monitoring obligations more diligently, as evidenced by a lower probability of absence in board meetings. Furthermore, we find a significantly positive relationship between firm performance and higher percentage of directorship with stronger reputational incentives. Our results provide behavioral-level evidence for understanding the laws of reputational incentives and contribute to the improvement of the mechanisms for listed firms to select and supervise independent directors.