During the 1990s and beyond, countries around the world have witnessed calls and/or mandates for more outside directors on publicly-traded companies’ boards even though extant studies find no significant correlation between outside directors and corporate performance. We examine the connection...

Between 1993 and 2000 at least 18 countries saw publication of guidelines that propose minimum representation of outside directors on corporate boards. The apparent premise underlying this movement is that boards with significant outside directors will make different and, perhaps, better...

A number of studies have reported value discounts for listed companies in countries that provide weak legal protection to minority shareholders. Such studies typically attribute these discounts to the ability, and the well-documented tendency, of controlling shareholders to extract a...

This paper evaluates the conjecture that excess stock returns that have been documented around the announcement of corporate spin-offs represent, at least in part, the re-creation of value destroyed at the time of an earlier acquisition. We evaluate this question with a sample of spin-offs that...

During the 1990s and beyond, countries around the world witnessed calls and/or mandates for more outside directors on publicly traded companies' boards even though extant studies find no significant correlation between outside directors and corporate performance. We examine the connection...

This study proposes a managerial discretion hypothesis of equity carve-outs in which managers value control over assets and are reluctant to carve out subsidiaries. Thus, managers undertake carve-outs only when the firm is capital constrained. Consistent with this hypothesis, firms that carve...

In 1992, the Cadbury Committee issued the "Code of Best Practice" which recommends that boards of U.K. corporations include at least three outside directors and that the positions of chairman and CEO be held by different individuals. The underlying presumption was that these recommendations...