A road less traveled: Investigating the outside directors of America's corporate boards

Abstract

Using human capital theory and social capital theory, I develop a model to explain the circumstances surrounding outside director appointments, patterns of outside board affiliations and outside director exits. I investigate why individuals become outside directors, why they continue to serve as directors after appointment, and why they terminate their service on boards. I find that an executive's home firm career and prestigious affiliations predict the likelihood and patterns of outside directorship service. Outside directors are critical to effective corporate governance, and to understand the board-governance process we need a better understanding of outside director service.