Research by the Corporate Governance Research Initiative

CGRI research spans these topics: general principles, board of directors, leadership and succession planning, compensation, audit and risk, shareholders, and proxy advisory.

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Quick Guide

Board of Directors: Duties and Liabilities

David F. Larcker, Amit Seru, Brian Tayan
CGRI Quick Guide Series October2026

The board of directors plays a central role in the corporate governance system. All countries require that publicly listed companies have a board. While their attributes vary across nations, they universally share common responsibilities.

…

Quick Guide

Board of Directors: Selection, Compensation, and Removal

David F. Larcker, Amit Seru, Brian Tayan
CGRI Quick Guide Series October2026

A board of directors requires professionals with a diverse mix of managerial, functional, and other specialized knowledge in order to properly advise and oversee management. This Quick Guide reviews the process by which companies select,…

Quick Guide

Board of Directors: Structure and Consequences

David F. Larcker, Amit Seru, Brian Tayan
CGRI Quick Guide Series October2026

The board of directors is generally described in terms of its prominent structural attributes, including size, composition, and independence. This Quick Guide examines the importance of these, and whether they contribute to board effectiveness…

Quick Guide

International Corporate Governance

David F. Larcker, Amit Seru, Brian Tayan
CGRI Quick Guide Series October2026

The governance system that a company adopts is not independent of its environment. Instead, it is shaped by a variety of factors inherent to the business setting. This Quick Guide explains the factors that shape governance systems around the…

Survey

2026 CEO Activism Survey

David F. Larcker, Amit Seru, Brian Tayan
CGRI Survey Series Corporate Governance Research Initiative September2026

In the summer of 2026, the Stanford Graduate School of Business, the Rock Center for Corporate Governance at Stanford University, and the Governance of Organizations Working Group at the Hoover Institution at Stanford University jointly conducted…

Stanford Closer Look

When Directors Need Direction: Whom Do Board Members Go to for Advice?

David F. Larcker, Stephen A. Miles, Amit Seru, Brian Tayan
Stanford Closer Look Series Corporate Governance Research Initiative June2026

In this Closer Look, we examine the formal and informal advice networks that corporate directors rely on to improve decision making and performance. We find directors are active consumers of advice. They rely on paid advisors particularly in…

Stanford Closer Look

What Happens to Named Executive Officers after Taking an Outside Board Seat?

Sehee Han, David F. Larcker, Amit Seru, Shawn Shi, Brian Tayan, Courtney Yu
Stanford Closer Look Series Corporate Governance Research Initiative April2026

In this Closer Look, we provide a detailed examination of the labor market for directorships among the senior executives of publicly traded U.S. companies with a focus on non-CEO-level executives. We find that directorships held by…

Stanford Closer Look

Swinging for the Fences: How Do CEO Mega Grants Pay Out for Companies and Shareholders?

David F. Larcker, Amit Seru, Brian Tayan
Stanford Closer Look Series Corporate Governance Research Initiative March2026

In recent years, a small number of companies offered mega grants (equity awards with an expected value in excess of $100 million) to their CEOs. We examine the outcomes of a sample of 40 grants issued to 28 CEOs, including how much realizable…

Stanford Closer Look

A Breach in the Great Wall: Why Are Chinese Companies Listed in the U.S. Subject to Lower Disclosure Standards?

David F. Larcker, Amit Seru, Daniel J. Taylor, Brian Tayan
Stanford Closer Look Series Corporate Governance Research Initiative January2026

Over the years, the U.S. Securities and Exchange Commission (SEC) has exempted foreign private issuers (FPIs)—foreign companies traded on U.S. exchanges—from certain U.S. securities laws in order to attract high-quality companies from companies…

Quick Guide

Introduction to Corporate Governance

David F. Larcker, Brian Tayan
CGRI Quick Guide Series 2026

Corporate governance has become a well-discussed and controversial topic among corporations, shareholders, and the general public. However, the debate over what constitutes “good governance” often lacks structure, making it difficult for…

Survey

2025 Survey of Investors, Retirement Savings, and ESG

David F. Larcker, Amit Seru, Brian Tayan
CGRI Survey Series Corporate Governance Research Initiative, Governance of Organizations Working Group at the Hoover Institution December2025

In fall 2025, Stanford Graduate School of Business and the Governance of Organizations Working Group at the Hoover Institution at Stanford University hired Prolific to conduct a nationwide survey of 2,653 individual investors — broadly…

Survey

2025 CEO Coaching and Kitchen Cabinet Survey

David F. Larcker, Stephen Miles, Amit Seru, Brian Tayan
CGRI Survey Series Corporate Governance Research Initiative, Arthur and Toni Rembe Rock Center for Corporate Governance, Governance of Organizations Working Group at the Hoover Institution September2025

In spring 2025, the Corporate Governance Research Initiative at Stanford Graduate School of Business, Arthur and Toni Rembe Rock Center for Corporate Governance, Governance of Organizations Working Group at the Hoover Institution at Stanford…

Survey

2025 Director Coaching and Kitchen Cabinet Survey

David F. Larcker, Stephen Miles, Amit Seru, Brian Tayan
CGRI Survey Series Corporate Governance Research Initiative, Arthur and Toni Rembe Rock Center for Corporate Governance, Governance of Organizations Working Group at the Hoover Institution September2025

In spring 2025, the Corporate Governance Research Initiative at Stanford Graduate School of Business, Arthur and Toni Rembe Rock Center for Corporate Governance, Governance of Organizations Working Group at the Hoover Institution at Stanford…

Working Paper

The Limited Corporate Response to DEI Controversies

David F. Larcker, Charles McClure, Shawn X. Shi, Edward M. Watts
August2025

Firms’ diversity, equity, and inclusion (DEI) policies have received significant scrutiny in recent years, including their efficacy and role in long-term value creation. We provide new evidence on these issues by studying what is arguably the…

Stanford Closer Look

The Artificially Intelligent Boardroom

David F. Larcker, Amit Seru, Brian Tayan, Laurie Yoler
Stanford Closer Look Series Corporate Governance Research Initiative March2025

Artificial intelligence has the potential to significantly transform boardroom practices — but perhaps in different ways than is commonly recognized. Four areas in particular are poised for impact, including how boards function, how boards…

Stanford Closer Look

The CEO Scorecard: How Directors Select a CEO When They Have Real Skin in the Game

A.J. Galainena, David F. Larcker, Mason Morfit, Bloor Redding, Amit Seru, Brian Tayan
Stanford Closer Look Series Corporate Governance Research Initiative December2024

Shareholders and stakeholders place considerable emphasis on the importance of reliable CEO succession planning. Nevertheless, it is far from clear that CEO succession planning is any better today than a decade or two ago.

In this …

Stanford Closer Look

Failed Say on Pay: How Do Companies Course Correct after a “No” Vote?

Amit Batish, David F. Larcker, Lucia Song, Brian Tayan, Courtney Yu
Stanford Closer Look Series Corporate Governance Research Initiative October2024

In this Closer Look, we take a deep dive into a sample of companies that failed their say-on-pay votes and the changes they implemented the subsequent year. We find many failed votes are in response to large, one-time special awards.…

Survey

2024 Survey of Investors, Retirement Savings, and ESG

David F. Larcker, Amit Seru, Brian Tayan
CGRI Survey Series Corporate Governance Research Initiative, Stanford Rock Center for Corporate Governance, Hoover Institution Working Group on Corporate Governance October2024

In summer 2024, Stanford Graduate School of Business, the Hoover Institution Working Group on Corporate Governance, and the Arthur and Toni Rembe Rock Center for Corporate Governance at Stanford University hired Prolific to conduct a nationwide…

Stanford Closer Look

Solar Flare Up: Systemic Organizational Risk in the Residential Solar Industry

David F. Larcker, Brian Tayan
Stanford Closer Look Series Corporate Governance Research Initiative August2024

The concept of systemic organizational risk is critically important in corporate governance. A systemic risk is one in which the system itself — through its incentives, structure, and culture — encourages or fails to detect behavior contrary to…

Stanford Closer Look

Boeing 737 MAX

David F. Larcker, Brian Tayan
Stanford Closer Look Series Corporate Governance Research Initiative May2024

In November 2018, a Boeing 737 MAX airplane crashed off the coast of Indonesia, killing all 189 passengers and crew members. Four months later, a second 737 MAX flying from Ethiopia to Nairobi crashed, killing 157 individuals. In this Closer Look…

Stanford Closer Look

Is ESG a Luxury Good?

David F. Larcker, Amit Seru, Brian Tayan
Stanford Closer Look Series Corporate Governance Research Initiative May2024

In this Closer Look, we consider whether ESG is a luxury good — a good whose high price tag stimulates demand. During times of economic prosperity, shareholders expressed willingness to sacrifice personal financial benefit to see environmental…

Stanford Closer Look

Seven Questions About Proxy Advisors

David F. Larcker, Brian Tayan
Stanford Closer Look Series Corporate Governance Research Initiative April2024

The proxy advisory industry – in which independent third-party firms provide voting recommendations to institutional investors for matters on the annual proxy – has grown in size and controversy. Despite a large number of smaller players, the…

Survey

2024 Institutional Investor Survey on Sustainability

David F. Larcker, Linda-Eling Lee, Amit Seru, Brian Tayan
CGRI Survey Series Corporate Governance Research Initiative, Stanford Rock Center for Corporate Governance, Hoover Institution Working Group on Corporate Governance 2024

In fall 2023, Stanford Graduate School of Business, the Hoover Institution Working Group on Corporate Governance, and the Rock Center for Corporate Governance at Stanford University collaborated with the MSCI Sustainability Institute to survey 47…

Stanford Closer Look

Feet to the Fire: How Should Companies Tie Executive Compensation to Climate Targets?

Ida Hempel, Seth Kirkham, David F. Larcker, Asad Raman, Brian Tayan, Kira Varaday
Stanford Closer Look Series Corporate Governance Research Initiative December2023

In recent years, many companies have made voluntary pledges to reduce their carbon footprint. In this Closer Look, we examine how some companies institutionalize their climate commitments through executive compensation contracts. We find…