Document Type

Article

Publication Date

7-25-2026

Department 1

Management

Abstract

This research examines the relationship between co-opted boards and firms' anti-takeover provisions (ATPs). Analyzing 5585 US firm-year observations for the period 2012–2022, the authors document a positive relationship between co-opted boards and ATPs. They further illustrate that the positive relationship is stronger in firms that exhibit subpar performance and compensate senior executives and directors more than the industry average. Furthermore, their research finds that good governance, board and executive gender diversity, gender equality, and board cultural diversity moderate the positive relationship between co-opted boards and ATPs. Our results remain robust across a battery of tests. The findings of this research have important implications for corporate boards and managers. The study contributes to the mainstream agency theory by demonstrating that co-opted boards exacerbate firms' agency problems by blocking the potential of external disciplinary mechanisms.

Creative Commons License

Creative Commons Attribution 4.0 License
This work is licensed under a Creative Commons Attribution 4.0 License.

DOI

10.1016/j.jcorpfin.2026.103064

Version

Version of Record

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