Working Paper Series,
Lund University, Institute of Economic Research

Abstract: In this paper a framework for investigating and understanding how boards of directors respond to changes in the national pattern of corporate governance based on institutional theory is developed. The framework is applied on boards of Swedish publicly listed companies in 1994 and 1999. We observe changes between 1994 and 1999 in the range of activities carried out by the boards as well as in the degree of involvement in the decision making processes. The results indicate significant changes in both the decision criteria applied by the boards and the boards’ activities. At the same time we find no significant changes concerning directors’ attitudes towards the role of the stock market or other governance mechanisms between 1994 and 1999. Our interpretation is that the there is a tendency of actors to change their behavior in accordance with anticipations about change, while changes in value systems are more inert.

Keywords: Development of corporate governance system; board of directors; institutional theory

26 pages, February 13, 2004

Note: Further author: Claes Svensson, School of Economics and Management Lund university Box 7080, SE–220 07 LUND, Sweden e-mail: claes.svensson@fek.lu.se

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