| Summary: | 碩士 === 國立臺北大學 === 會計學系 === 92 === The main purpose of this study is to examine the incentives of the listed companies managers implementing the independent directors appointment system voluntarily in Taiwan. Recently, the SEC encourages corporate governance increasingly, especially on the independent directors appointment system. Although the independent directors appointment system has been implemented in other countries for several years, the effectiveness and determinants of implementing the system in Taiwan have been of ongoing interest for capital research and government because of the cross-country difference in operating environment and capital market. Only a small number of studies are available concerning the determinants of implemented the system in Taiwan, so the study is to enhance our outstanding regarding the incentives of managers implementing the independent directors appointment system voluntarily. The results may have important policy implication for the SEC and investors.
The study uses Logit, OLS regression, and Poisson regression model to investigate determinants for voluntary appointment independent directors by public companies. In this study, three different ways are employed to measures independent directors appointment--dummy variable (with vs. without implementing the independent directors and supervisors appointment system), the ratio of the independent directors to the total number of directors, and the number of the independent directors. The independent variables include firm size, growth opportunities, operating performance, the holding ratio of directors, capital structure, corporation investors’ holding, whether the Chairperson serves as the President concurrently, the ratio of outside directors, whether issuing overseas trust warrants or bonds, whether issuing new options or bonds, industrial characteristics, the variation of earnings, the relationship of accounting and stock price, capital incentive. The results indicate that the listed companies that implement independent directors system voluntarily tend to be smaller, higher growth, more profitable, larger holding ratio of directors, Chairperson is not served as the President concurrently, electronics industry, and lower in profit variation.
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