A recent paper by Olubunmi Faleye of the Finance Department at Northeastern University, Rani Hoitash of the Department of Accountancy at Bentley University, and Udi Hoitash of the Accounting Department at Northeastern University examines the costs and benefits of intense board monitoring. The paper also looks at how intense board monitoring influences directors’ effectiveness in performing their monitoring and advising duties.
The paper looks at the issues in thee ways:
- whether the quality of board monitoring is enhanced when the board is more focused on monitoring;
- whether intense monitoring is associated with weaker advising; and
- how this potential tradeoff between the quality of board monitoring and advising affects overall firm value, emphasizing the role of the firm's advising requirements in the process.
The paper defines "intensely monitoring board" as one on which "a majority of independent directors concurrently serve on two or more of the monitoring committees (i.e. audit, compensation, and nominating)." Obviously, this paper is focused on corporate boards. But as mutual fund boards consider their duties, committee structures and assignments, and board agendas, this paper provides some food for thought on oversight versus micromanagement.
According to the paper's abstract, the authors conclude that independent directors are key to improving monitoring quality; however, there are some trade-offs, indicating the need to balance directors’ monitoring and advising duties in the design of governance structures:
We study the effects of the intensity of board monitoring on directors' effectiveness in performing their monitoring and advising duties. We find that monitoring quality improves when a majority of independent directors serve on at least two of the three principal monitoring committees. These firms exhibit greater sensitivity of CEO turnover to firm performance, lower excess executive compensation, and reduced earnings management. The improvement in monitoring quality comes at the significant cost of weaker strategic advising and greater managerial myopia. Firms with boards that monitor intensely exhibit worse acquisition performance and diminished corporate innovation. Firm value results suggest that the negative advising effects outweigh the benefits of improved monitoring, especially when acquisitions or corporate innovation are significant value drivers or the firm's operations are complex.
The full text of the paper is available at: http://papers.ssrn.com/sol3/papers.cfm?abstract_id=1343364