Directors` & Officers` Insurance, Corporate Governance and Firm Performance

Abstract

The purpose of this article is to investigate the effects of directors’ and officers’ liability insurance (D&O) on corporate governance and firm performance. D&O insurance demand reflects the firm’s internal evaluation of its exposure to litigation risk. From the investors’ point of view, the D&O insurance purchase data can provide valuable information to assess the underlying risk of the firm, corporate governance quality and its future performance. Thus, this article studies the information implications of D&O insurance on the following questions. (1) Does D&O insurance demand reflect the litigation risk and corporate governance? (2) Does D&O insurance create moral hazard or provide incentives of care to directors and officers, which subsequently affect the firm’s performance? We empirically test the data by using companies listed in Taiwan Security Exchanges and find that (1) the demand for D&O insurance is positively related to the firm’s litigation risk and the motivation of its board of directors; (2) there is no evidence supporting that D&O insurance does have a significant impact on the directors’ care incentives and the subsequent firm’s performance. We further provide some suggestions for corporate governance based on these empirical results.