The motivation for our study comes from (1) the provisions in SOX relating to the role of the
CFO/CEO in ensuring the integrity of financial reporting, (2) the notion that the board is a firm’s
primary monitoring body, and (3) prior research that suggests that board oversight (corporate
governance) is measurably weakened in the presence of social ties even when the board members
are independent, based on a formal (i.e., regulatory) definition of independence (Dey and Liu 2010;
Fracassi and Tate 2009; Hwang and Kim 2009, 2010; Schmidt 2009; Westphal and Graebner
2010). To date, regulators have not included social ties in the criteria for director independence.
Accounting earnings are a frequently cited corporate performance statistic, and prior research
(going back to Ball and Brown [1968]) suggests that earnings numbers convey information about firm
values to investors. Also, since GAAP allows managers broad discretion in computing earnings (e.g.,
by accelerating the recording of revenue, deferring expense recognition, or revising various estimates
such as bad debt expense), managers can opportunistically ‘‘manage’’ earnings in an attempt to
deceive investors, i.e., lead investors to form overly optimistic expectations regarding future corporate
performance. In other words, earnings management can lower the quality of reported earnings.