Conventional wisdom among corporate law theorists holds that the presence of a controlling shareholder should alleviate the problem of managerial opportunism because such a controller has both the power and incentives to curb excessive executive pay. This Article challenges that common...

In 2002, U.S. stock exchanges and the Sarbanes-Oxley Act established minimum standards for director independence. An unintended consequence of these director rules was to alter firm choice of other tools for mitigating agency problems. This unintended consequence is studied on a new dataset with...

In within-firm analysis of 1,805 executives, executives implicated in financial reporting fraud cases have significantly stronger equity incentives than their within-firm peers who are not implicated in the fraud. Executives implicated in fraud cases also have significantly stronger equity...

We examine the relation between audit committee (AC) responsibilities and financial reporting reliability. AC responsibilities have increased over time, prompting concerns that overloading ACs may impair financial reporting. Using new AC charter-based proxies to measure AC responsibilities, we...

We study shareholder support for corporate board nominees before and after the 2018 California gender quota. Pre-quota, new female nominees received greater support than new male nominees, consistent with women being held to a higher standard. Post-quota, as the number of women increased,...

This study examines the association between real earnings management, governance attributes, and IPO failure risk. Using a sample of 4174 IPOs firms that went public over the period of 1998-2011, we find evidence that real earnings management and governance attributes are associated with IPO...

This paper discusses why a “corporate governance movement” that commenced in the United States in the 1970s became an entrenched feature of American capitalism and describes how the chronology differed in a potentially crucial way for banks. The paper explains corporate governance's...

We investigate the effect of culture on corporate governance using the extraordinary opportunity that the corporate landscape of Switzerland provides. Within a single institutional framework (e.g., Swiss federal corporate law), we use language (German and French) and religion (Roman Catholicism...

The paper attempts to analyze relationships among corporate governance, ownership structure and firm performance in Nepal. The study comprises of panel data set of 25 firms listed at Nepal Stock Exchange (NEPSE) covering a period of five years from 2012 to 2016. The econometric methodology for...