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  3. Ruth Simmons joined Goldman Sachs’s board as an outside director in January

Ruth Simmons joined Goldman Sachs’s board as an outside director in January

游客2023-09-06  56
问题     Ruth Simmons joined Goldman Sachs’s board as an outside director in January 2000; a year later she became president of Brown University in Rhode Island. For the rest of the decade she apparently juggled (同时做) both roles (as well as several other directorships) without attracting much criticism. But by the end of 2009 Ms Simmons was under fire from students and alumni for having sat on Goldman’s compensation committee; how could she have let those enormous bonus payouts pass unremarked? By February Ms Simmons had left the board. The position was just taking up too much time, she said.
    Outside directors are supposed to serve as helpful, yet less biased, advisers on a firm’s board. Having made their wealth and their reputations elsewhere, they presumably have enough independence to disagree with the chief executive’s proposals. Leaders from other fields are frequently in demand: former presidents or Cabinet members, retired CEOs, and yes, university presidents. If the sky, and the share price, is falling, outside directors should be able to give advice based on having weathered their own crises.
    The researchers from the Ohio State University used a database that covered more than 10,000 firms and more than 64,000 different directors between 1989 and 2004. Then they simply checked which directors stayed from one proxy statement to the next. The most likely reason for departing a board was age, so the researchers concentrated on those "surprise" disappearances by directors under the age of 70. They found that after a surprise departure, the probability that the company will subsequently have to restate earnings increases by nearly 20%. The likelihood of being named in a federal class-action lawsuit also increases, and the stock is likely to perform worse. The effect tended to be larger for larger firms.
    The obvious conclusion might be that outside directors, with inside knowledge of tricky times ahead, prefer to save their own reputations, rather than those of the company they are serving. But although a correlation between them leaving and subsequent bad performance at the firm is suggestive, it does not mean that such directors are always jumping off a sinking ship. Often they "trade up", leaving riskier, smaller firms for larger and more stable firms.
    But the researchers believe that outside directors have an easier time of avoiding a blow to their reputations if they leave a firm before bad news breaks, even if a review of history shows they were on the board at the time any wrongdoing occurred. Firms who want to keep their outside directors through tough times may have to create incentives, such as increasing pay, says Dr Fahlenbrach. Otherwise outside directors will follow the example of Ms Simmons, once again very popular on campus. [br] What can be inferred from the last paragraph?
选项 A、Some outside directors may stay for the attractive offers from the firms.
B、There isn’t enough evidence to prove outside directors’ immoral behaviors.
C、Outside directors have been used to a stress-free working environment.
D、It is always low pay that drives an outside director to leave a company.
答案 A
解析 根据题干中的the last paragraph将本题出处定位到末段。该段第2、3句提到，那些想在困难时期留住外部董事的公司，可能需要建立激励措施(create incentives)，否则他们就会跟Simmons一样(走人)。由此推断，公司开出的诱人的优越条件有可能留住外部董事。[A]“一些外部董事可能会因为公司的诱人条件而留下”是对这两句的同义转述，故为答案。[B]与该段首句后半部分提到的“历史证明，当许多不当行为发生时，很多外部董事都还在董事会”意思相反。[C]是针对首句中的have an easier time设的干扰项，该句说的是，外部董事如果在坏消息出现前就离开公司的话，比较容易避免他们的名誉受到攻击，故排除[C]。[D]“通常是低薪使得外部董事离开公司”是对第2、3句的过度推断。
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