Theoretical Disclosure of Board Independence

Abstract

In the wake of corporate scandals in major companies like Enron, Tyco, and East Asian crisis have emphasized the need of sufficient number of independent directors on the board for proper oversight and functioning of the company. Code of corporate governance recommends the presence of independent directors for better performance of the company. As board independence ensured good corporate governance practices, it is considered that having independent directors on the board is not for better performance but for better governance. In seeking reasonable answer for these arguments, the purpose of this study is to review some of the literature of board independence with respect to corporate governance theories specifically agency theory, stewardship, and resource dependency theory. All these theories have provided mixed evidences in different studies about the impact and importance of board independence and reason behind these mixed evidences might be the institutional context of different organizations in different countries.