Director-liability-reduction laws and firm investment

This study examines how an external shock that lowers independent directors’ litigation risk affects firms’ investment behaviour. Exploiting the staggered enactment of Director-Liability-Reduction (DLR) laws across U.S. states between 1986 and 2002, and using a difference-in-differences design, we find that firms’ long-term investment declines following the enactment of DLR laws. We also find that the reduction cannot be explained by financial constraints or by a lack of growth opportunities. Overall, our results suggest that a regulation intended to encourage independent director participation may have unintentionally weakened board effectiveness, leading to curtailed long-horizon investment.

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Publication Details

Journal
Journal of Behavioral and Experimental Finance
Published
2026-03-03
DOI
https://doi.org/10.1016/j.jbef.2026.101166
Primary Topic
Corporate Finance and Governance
Type
article
Field-Weighted Citation Impact
0.00
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article

Director-liability-reduction laws and firm investment

W X Li, Yunyan Zhang, Song Zou
Journal of Behavioral and Experimental Finance
Corporate Finance and Governance
article

Director-liability-reduction laws and firm investment

W X Li, Yunyan Zhang, Song Zou
article en

Abstract

This study examines how an external shock that lowers independent directors’ litigation risk affects firms’ investment behaviour. Exploiting the staggered enactment of Director-Liability-Reduction (DLR) laws across U.S. states between 1986 and 2002, and using a difference-in-differences design, we find that firms’ long-term investment declines following the enactment of DLR laws. We also find that the reduction cannot be explained by financial constraints or by a lack of growth opportunities. Overall, our results suggest that a regulation intended to encourage independent director participation may have unintentionally weakened board effectiveness, leading to curtailed long-horizon investment.

Journal of Behavioral and Experimental FinanceVol. 50
The University of Adelaide (AU)
Openalex Percentile: Top 38%
Corporate Finance and Governance
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