경영권 방어수단과 감사품질

Antitakeover Provisions and Audit Quality

The literature suggests that antitakeover provisions may have two opposite effects on audit quality: Managerial entrenchment hypothesis supports the negative impact of antitakeover provisions on audit quality, whereas shareholder interests hypothesis supports the positive impact of antitakeover provisions on audit quality. We use staggered boards (Zhao and Chen, 2008) and poison pill (Malatesta and Walkling, 1988) to measure antitakeover provisions and audit fees to measure audit quality (Palmrose, 1986). Based on 817 observations in the US from 2007 to 2012, we find that both staggered boards and poison pill are negatively associated with audit quality. The results suggest that antitakeover provisions may dampen the motivation of managers to reveal their private benefits in financial statements, supporting managerial entrenchment hypothesis. In addition, results are consistent with the argument that antitakeover provisions enhance managers opportunistic behavior for perquisite and consumption and shirking (Kesner and Dalton, 1985).