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Ownership concentration, monitoring and optimal board structure

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dc.creator Graziano, Clara
dc.creator Luporini, Annalisa
dc.date 2005
dc.date.accessioned 2013-10-16T07:02:23Z
dc.date.available 2013-10-16T07:02:23Z
dc.date.issued 2013-10-16
dc.identifier http://hdl.handle.net/10419/19007
dc.identifier ppn:500854688
dc.identifier.uri http://koha.mediu.edu.my:8181/xmlui/handle/10419/19007
dc.description The paper analyzes the optimal structure of the board of directors in a firm with a large shareholder sitting on the board. In a one-tier structure the sole board performs all tasks, while in a two-tier structure the management board is in charge of project selection and the supervisory board is in charge of monitoring. We consider the case in which the large shareholder sits on (and controls) the supervisory board but not on the management board. We show that such a two-tier structure can limit the interference of the large shareholder and can restore manager?s incentive to exert effort to become informed on new investment projects without reducing the large shareholder?s incentive to monitor the manager. This results in higher expected profits. The difference in profits can be sufficiently high to make the large shareholder prefer a two-tier board even if this implies that the manager selects his own preferred project. The paper has interesting policy implications since it suggests that twotier boards can be a valuable option in Continental Europe where ownership structure is concentrated. It also offers support to some recent corporate governance reforms (like the socalled Vietti reform in Italy) that have introduced the possibility to choose between one-tier and two-tier structure of boards for listed firms.
dc.language eng
dc.publisher
dc.relation CESifo working papers 1543
dc.rights http://www.econstor.eu/dspace/Nutzungsbedingungen
dc.subject G34
dc.subject L22
dc.subject ddc:330
dc.subject board of directors
dc.subject dual board
dc.subject corporate governance
dc.subject monitoring
dc.subject project choice
dc.subject Corporate Governance
dc.subject Eigentümerstruktur
dc.subject Vorstand
dc.subject Anreizvertrag
dc.subject Theorie
dc.subject Großaktionär
dc.title Ownership concentration, monitoring and optimal board structure
dc.type doc-type:workingPaper


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