Determinants of corporate board appointments: Power, symbolism and social networks.

摘要

Stakeholders, managers, employees and governments are concerned with the effectiveness of corporate boards. Theoretical paradigms of ideal board composition range from a panel of independent monitors to a closely-knit team of strategists. Empirical research, however, has failed to identify or confirm any one configuration that satisfies a definition of competence and command. In my dissertation, I propose that three overriding circumstances operate to reduce the organization's ability to establish a board profile that best suits its needs and promotes superior performance. My goal is to show that CEO power, institutional norms, and social networks often shape the appointment of directors in ways that may be less than beneficial to the corporation. While I do not examine the consequences of appointments that are made based on these considerations, I present evidence that these forces are in play when new board members are nominated and then discuss the possible implications.