CEO Assessment and the Structure of Newly Formed Boards

• 成果类型: Article
• 署名作者: Denis, David J.; Denis, Diane K.; Walker, Mark D.
• 署名单位: Pennsylvania Commonwealth System of Higher Education (PCSHE); University of Pittsburgh; North Carolina State University
• 刊物名称: REVIEW OF FINANCIAL STUDIES
• ISSN/ISSBN: 0893-9454
• DOI: 10.1093/rfs/hhv055
• 发表日期: 2015
• 页码: 3338
• 关键词: CORPORATE GOVERNANCE; Firm value; DIRECTORS; determinants; size

摘要

Following corporate spinoffs, unit boards are formed from scratch. We find that these de novo boards are smaller, more independent, include more outside directors with relevant industry expertise, and derive more industry expertise from outsiders than do industry- and size-matched peers. These differences are observed only when the unit CEO was not the CEO or a director of the pre-spinoff parent firm-that is, when there is a greater need to assess the CEO's ability and match with the firm. We conclude that the need for CEO assessment is an important element of the structure of newly formed boards.