We use multiple measures of internal and external corporate governance including the
degree of managerial entrenchment due to takeover defenses and the presence of
large shareholder monitoring. These governance measures are collectively examined
in Gompers, Ishii, and Metrick (2003), Cremers and Nair (2005), and Bebchuk, Cohen,
and Ferrell (2005), who show that governance has a positive impact on firm value.
Takeover protection provisions have a significant impact on a firm’s decision making,
since the market for corporate control is viewed as a strong external force for
disciplining management. Alternatively, large shareholders with incentives to monitor
management improve the governance of the firm from within, by taking steps to protect
their own investments in the face of potential managerial agency conflicts. Our study
focuses on these measures to provide insight into the effects of both internal and external
governance.