Ex ante governance controls on non-executive director self-interest: empirical evidence on multiple directorships 2006-2010 in the UK

Abstract

Formal independence of non-executive directors should not be used as a mask for a potential problem of self-interest, as it can occur in many forms. While laws regulate more severe forms of self-interest, little attention is given to subtle governance controls that can seek to align a non-executive's interests with the company's. The increased role non-executives have on a board of directors exacerbates this problem with little consideration or evidence to support improved governance. This article is an empirical analysis seeking to identify if self-interest is a problem for non-executive directors and whether there are any available governance controls of if regulation is required. It also endeavours to inform a larger empirical study that seeks to hone in on the problem of self-interest for non-executives. This article provides evidence that self-interest is a potential problem if left unchecked.