文档介绍:The Corporate Governance Role of the Media
Alexander Dyck*
Harvard Business School
And
Luigi Zingales
University of Chicago
August 2002
Abstract
In this paper we discuss the role of the media in pressuring corporate managers and directors to behave in
ways that are “socially acceptable”. Sometimes this coincides with shareholders’ value maximization,
others not. We provide both anecdotal and systematic evidence that media panies’ policy
toward the environment and the amount of corporate resources that are diverted to the sole advantage of
controlling shareholders. Our results have important consequences for the focus of the corporate
governance debate and for the feasibility of reforms aimed at improving corporate governance around the
world.
* We thank Mehmet Beceren for assistance in preparing the data and Rakhesh Khurana, Jay Lorsch, Forest Reinhardt, Richard
Vietor, Andy Zelleke, and seminar participants at the Harvard Business School for ments on an earlier draft.
Alexander Dyck gratefully acknowledges financial support from the Division of Research of Harvard Business School and Luigi
Zingales from the e Stigler Center at the University of Chicago.
1
In April 1992 the Wall Street Journal published a strange advertisement. It was a full-page
picture of a silhouette of the board of directors of Sears Roebuck with the title: “The non-performing
assets of Sears.” The advertisement, paid for by shareholder activist Robert Monks, exposed all the
directors, who were identified by name, as responsible for the poor performance of Sears’ stock. The
directors, greatly embarrassed by the advertisement, chose to adopt many of the proposals advanced by
Robert Monks, even though he had received only 12 percent of the votes in the previous election for
board members and had failed to get a seat on the board. The market ed this change with a
percent exce