Shareholder litigation rights, CEO turnover, and board monitoring

We investigate how shareholder litigation rights impact CEO turnover decisions and board oversight. We exploit an unexpected court ruling that increased hurdles for shareholders of Ninth Circuit firms to initiate securities class action lawsuits. After the ruling, the sensitivity of forced CEO turnover to performance decreases for firms in the Ninth Circuit. Additionally, board independence declines and directors of Ninth Circuit firms attend fewer meetings and hold more external board positions after the decision. These effects are exacerbated in firms that lack monitoring from institutional shareholders. For firms dependent on shareholder litigation, the reduction in litigation rights was economically significant and led to a 9.72 % decline in firm value.

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Publication Details

Journal
Journal of Corporate Finance
Published
2025-08-29
DOI
https://doi.org/10.1016/j.jcorpfin.2025.102882
Primary Topic
Corporate Finance and Governance
Type
article
Field-Weighted Citation Impact
0.00
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article

Shareholder litigation rights, CEO turnover, and board monitoring

Yulia V. Veld‐Merkoulova, Hue Hwa Au Yong, Blake Loriot
Journal of Corporate Finance
Corporate Finance and Governance
article

Shareholder litigation rights, CEO turnover, and board monitoring

Yulia V. Veld‐Merkoulova, Hue Hwa Au Yong, Blake Loriot
article en

Abstract

We investigate how shareholder litigation rights impact CEO turnover decisions and board oversight. We exploit an unexpected court ruling that increased hurdles for shareholders of Ninth Circuit firms to initiate securities class action lawsuits. After the ruling, the sensitivity of forced CEO turnover to performance decreases for firms in the Ninth Circuit. Additionally, board independence declines and directors of Ninth Circuit firms attend fewer meetings and hold more external board positions after the decision. These effects are exacerbated in firms that lack monitoring from institutional shareholders. For firms dependent on shareholder litigation, the reduction in litigation rights was economically significant and led to a 9.72 % decline in firm value.

Journal of Corporate FinanceVol. 95
Monash University (AU)
Openalex Percentile: Top 66%
Corporate Finance and Governance
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