The pacification of institutional investors

• 成果类型: Review
• 署名作者: Westphal, James D.; Bednar, Michael K.
• 署名单位: University of Michigan System; University of Michigan; University of Texas System; University of Texas Austin
• 刊物名称: ADMINISTRATIVE SCIENCE QUARTERLY
• ISSN/ISSBN: 0001-8392
• DOI: 10.2189/asqu.53.1.29
• 发表日期: 2008
• 页码: 29-72
• 关键词: CORPORATE GOVERNANCE; INGRATIATORY BEHAVIORS; NEGATIVE RECIPROCITY; Ownership structure; Board independence; source credibility; INFLUENCE TACTICS; ceo compensation; Agency theory; management

摘要

A large-scale survey of U. S. top executives and fund managers is used to examine how executives may use interpersonal influence behavior to prevent powerful institutional investors from using their coercive power to force changes in corporate governance and strategy. We theorize that high levels of institutional ownership may prompt CEOs to engage in interpersonal influence behavior in the form of ingratiation and persuasion directed at institutional fund managers, which deters them from using their ownership power to coerce changes that could benefit shareholders at the expense of top management. The results support our theory, indicating that CEOs' ingratiation and persuasion tactics toward institutional fund managers reduce the effect of institutional ownership on specific changes in board structure and composition, CEO compensation, and corporate strategy that are believed to compromise management's interests. Our theory and findings suggest the importance of considering how interpersonal influence processes can provide an alternative source of influence in relationships between corporate leaders and external constituents.