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Journal of Financial Economics Vol. 140 No. 2 2021

Does personal liability deter individuals from serving as independent directors?

S. Lakshmi Naaraayanan1; Kasper Meisner Nielsen2

1 London Business School · 2 Copenhagen Business School

open access

Abstract

This study examines whether personal liability for corporate malfeasance deters individuals from serving as independent directors. After the introduction of personal liability in India, we find that individuals are deterred from serving on corporate boards. We find stronger deterrence among firms with greater litigation and regulatory risk, higher monitoring costs, and weak monetary incentives. Expert directors are more likely to exit, resulting in 1.16% lower firm value. We further evaluate whether contemporaneous corporate governance reforms and market developments contribute to this deterrence. Overall, our results suggest that personal liability deters individuals with high reputational costs from serving as independent directors.

DOI
10.1016/j.jfineco.2021.01.003
Volume
140
Issue
2
Pages
621-643
Language
en
Sources
bibtex:phds-export.bib openalex crossref

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