Director reputation, CEO-board power, and the dynamics of board interlocks
By: ZAJAC, Edward J.
Contributor(s): WESTPHAL, James D.
Material type: ArticlePublisher: Ithaca : Johnson Graduate School of Management, September 1996Administrative Science Quarterly 41, 3, p. 507-529Abstract: This study advances research on CEO-based relationships, interlocking directorates, and directors reputation by examining how contests for intraorganizational power can affect interorganizational ties. We propose that powerful top managers seek to maintain their control by selecting and retaining board members with experience on other, passive boards and excluding individuals with experience on more active boards. We also propose that powerful boards similarly seek to maintain their control by favoring directors with a reputation for more actively monitoring management and avoiding directors with experience on passive boards. Hypotheses are tested longitudinally using CEO-board data taken from 491 of the largest US corporations over a recent seven-year period. The findings suggest that variation in CEO-board power relationship across organizations has contributed to a segmentation of the corporate director network. We discuss how our on whether increased board control has diffused across large US corporationsThis study advances research on CEO-based relationships, interlocking directorates, and directors reputation by examining how contests for intraorganizational power can affect interorganizational ties. We propose that powerful top managers seek to maintain their control by selecting and retaining board members with experience on other, passive boards and excluding individuals with experience on more active boards. We also propose that powerful boards similarly seek to maintain their control by favoring directors with a reputation for more actively monitoring management and avoiding directors with experience on passive boards. Hypotheses are tested longitudinally using CEO-board data taken from 491 of the largest US corporations over a recent seven-year period. The findings suggest that variation in CEO-board power relationship across organizations has contributed to a segmentation of the corporate director network. We discuss how our on whether increased board control has diffused across large US corporations
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