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Abstract

Vol. 63, No. 2, pp. 155-170 (2012)

“The Multi-Tire Board System of Russian Corporations”
Ichiro Iwasaki (Institute of Economic Research, Hitotsubashi University)

In Russia, a joint-stock company can adapt a multi-tire board system by establishing an executive board together with a board of directors and a single executive board. The Federal Law on Joint-Stock Companies does not contain any special requirements for the establishment and membership of the executive board and, hence, this issue is entirely left to each firm's discretion. The case studies in this paper suggest that about one third of Russian joint-stock companies have a collective executive board with a membership ranging from a minimum of 2 to a maximum of 23 persons. We also found that ownership by outside investors including the federal government and management groups, affiliation with a business group, the relative authority and status of the top manager, the complexity of the company management as well as differences in the form of incorporation are likely to affect firm-level decision making about the formation of a collective executive board.