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<p>Research on corporate boards remains inconclusive about their effectiveness in protecting shareholders’ interests. In this study, we provide a novel perspective by proposing that firms with a staggered board structure have a lower propensity for minority shareholder expropriation than those with nonstaggered boards. We describe the accumulation of knowledge and the willingness of directors in staggered boards to dissent against minority shareholder expropriation as important mechanisms that restrict such expropriation. We also theorize that firm complexity, institutional investor monitoring, and legal protection for investors in a region are important boundary conditions for the relationship between staggered boards and minority shareholder expropriation. Our theoretical predictions receive strong support using a sample of Chinese listed companies from 2007 to 2020. Our findings extend the literature on principal–principal agency theory by proposing staggered boards as an important governance mechanism that effectively reduces minority shareholder expropriation in an emerging economy.</p>

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Revisiting the board structure: how staggered board mitigates minority shareholders expropriation

  • 期刊论文

  • 发表日期：

    2025年11月12日

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  • Shihua Chen,
  • Luhan Wang,
  • Khalil Jebran

摘要

Research on corporate boards remains inconclusive about their effectiveness in protecting shareholders’ interests. In this study, we provide a novel perspective by proposing that firms with a staggered board structure have a lower propensity for minority shareholder expropriation than those with nonstaggered boards. We describe the accumulation of knowledge and the willingness of directors in staggered boards to dissent against minority shareholder expropriation as important mechanisms that restrict such expropriation. We also theorize that firm complexity, institutional investor monitoring, and legal protection for investors in a region are important boundary conditions for the relationship between staggered boards and minority shareholder expropriation. Our theoretical predictions receive strong support using a sample of Chinese listed companies from 2007 to 2020. Our findings extend the literature on principal–principal agency theory by proposing staggered boards as an important governance mechanism that effectively reduces minority shareholder expropriation in an emerging economy.