מינוי דירקטורים: תיאוריה, ראיות, מדיניות Nomination of Directors in Israel: Theory, Evidence, Policy

תקציר

English Abstract:Corporate directors’ elections lie at the core of corporate governance. The board of directors is tasked with the mission of shaping and overseeing corporate policies and operations. Courts, for their part, give significant deference to board decisions, and do not substitute their judgement for that of the board (unless it is shown that the board’s decision involves a breach of fiduciary duty). Hence, the importance and relevance of research that explores the way directors are elected, is quite clear. Using a dataset of director elections at Tel-Aviv 125 companies (composed of proxy statements and voting results for director elections) from 2015 until 2019, we examine how directors are being elected in public companies listed in Israel. We provide novel and unique data on the voting patterns for director elections and explore the existing role played by the Israeli institutional investors and proxy advisors in the context of director elections.