Two heads may not be better than one : corporate board structure, managerial self-dealing,and common agency

This paper compares the effects on corporate performance and managerial self-dealing in a situation in which the CEO reports to a single Board that is responsible for both monitoring management and establishing performance targets to an alternative in which the CEO reports to two Boards, each responsible for a different task. The equilibrium set of the common agency game induced by the dual board structure is fully characterized. Compared to a single board, a dual board demands less aggressive performance targets from the CEO, but exerts more monitoring. A consequence of the first feature is that the CEO always exerts less effort toward production with a dual board. The effect of a dual board on CEO self-dealing is ambiguous: there are equilibria in which, in spite of the higher monitoring, self-dealing is higher in a dual system. The model indicates that the strategic interdependence generated by the assignment of different tasks to different boards may yield results that are far from the desired ones.

Common agency with informed principals

We analyze a common agency game under asymmetric information on the preferences of the non-cooperating principals in a public good context. Asymmetric information introduces incentive compatibility constraints which rationalize the requirement of truthfulness made in the earlier literature on common agency games under complete information. There exists a large class of differentiable equilibria which are ex post inefficient and exhibit free-riding. We then characterize some interim efficient equilibria. Finally, there exists also a unique equilibrium allocation which is robust to random perturbations. This focal equilibrium is characterized for any distribution of types.

Common agency with informed principals

We analyze a common agency game under asymmetric information on the preferences of the non-cooperating principals. Asymmetric information introduces incentive compatibility constraints which rationalize the requirement of truthfulness made in the earlier literature on common agency games under complete information. There exists a large class of differentiable equilibria which are ex post inefficient and exhibit free-riding. We then characterize some interim efficient equilibria. Finally, there exists also a unique equilibrium allocation which is robust to random perturbations. This focal equilibrium is characterized for any distribution of types.