Corporate Finance Commons^™

Outside Director-Shareholder Agency Conflicts: Evidence From Bank Consolidation, James Tompkins, Robert Hendershott

James Tompkins

Purpose – Takeovers create a potential conflict of interest between target shareholders and directors. While mergers generally create value for the target shareholders, their directors will typically lose their board seats and likely face a financial loss or loss of prestige. The purpose of this paper is to examine evidence to support or refute that directors may act in their own best interests at the expense of shareholders. Design/methodology/approach – The authors reason that if directors act in their own best interests, then acquiring firms will seek targets with older board members who are closer to director retirement and are …