文档介绍：本科毕业论文(设计)
外文翻译
原文:
Staggered Boards, Managerial Entrenchment and Dividend Policy
1 Introduction
According to agency theory, dividend payouts help alleviate agency costs by reducing the amount of free cash flow available to managers, who not necessarily act in the best interests of the shareholders (Grossman and Hart 1980; Easterbrook 1984; Jensen 1986). Furthermore, Easterbrook (1984) argues that dividends help mitigate agency conflicts by exposing firms to more frequent monitoring by the primary capital markets because paying dividends makes it more likely that mon stock has to be issued more often.
Staggered or classified boards represent one of the most controversial governance provisions. Staggered boards can insulate inefficient managers from takeover market forces, thereby promoting managerial entrenchment. Two powerful recent studies by Bebchuk and Cohen (2005) and Faleye (2007) find strong evidence indicating that staggered boards allow managerial entrenchment, ultimately resulting in significantly lower firm value.
Motivated by agency theory, we explore the effect of potential entrenchment on dividend payouts. As staggered boards can exacerbate agency conflicts and dividend payouts can help alleviate agency costs, we surmise that dividend policy is affected by whether or not the firm has a staggered board. Our findings are consistent with this hypothesis. In particular, the evidence demonstrates that firms with staggered boards are more likely to pay dividends, and firms that pay dividends pay larger dividends than those with unitary boards.
The results are robust even after controlling for a large number of firm-specific characteristics and for an alternate form of payouts, ., share repurchases. Furthermore,
we examine the reverse causality argument, where dividend policy might lead to the adoption or rescission of a staggered board. Bebchuk et al. (2005) note that very few firms have either adopted or rescinded staggered boards since 1990. A