Board Dynamics over the Startup Life Cycle

• 成果类型: Article; Early Access
• 署名作者: Ewens, Michael; Malenko, Nadya
• 署名单位: Columbia University; National Bureau of Economic Research; Boston College
• 刊物名称: JOURNAL OF FINANCE
• ISSN/ISSBN: 0022-1082; 1540-6261
• DOI: 10.1111/jofi.70072
• 发表日期: 2026-08-02
• 关键词: share-one vote; corporate governance; convertible securities; venture; OWNERSHIP; authority; DIRECTORS; RIGHTS; FIRMS; COMMUNICATION

摘要

We explore the dynamics of venture capital (VC)-backed startup boards using novel data on director entry, exit, and characteristics. At formation, a typical board is entrepreneur-controlled. Independent directors join the median board after the second financing and hold a tie-breaking vote. Their presence is particularly likely when potential VC-entrepreneur conflicts are larger. At later stages, control switches to VCs and independent director characteristics change. These patterns align with key financial contracting theories, but also highlight unique roles of independent directors over the life cycle: mediation followed by advising. Independent directors thus represent another potential source of value-add to startup performance.