性、谎言与CEO：高管劣迹大揭秘

不论在电视新闻编辑部还是公司董事会，对公众人物的信任都至关重要。而一旦公众人物背叛了这种信任，股东将会遭受损失，而且代价不菲。

一项最新研究显示，CEO出轨、滥用药物、暴力行为和不诚实等不良行为，会导致股东价值大幅受损。这一研究由密西西比州立大学教授布兰登•克莱因、德雷克塞尔大学教授拉尔夫•沃克林和北伊利诺伊大学教授亚当•约尔共同完成。研究显示，在CEO不当言行曝光后3日内，股东平均损失了2.26亿美元。克莱因在接受《财富》杂志采访时表示：“有证据显示，CEO私人生活中的暴力活动、滥用药物、不诚实和出轨，会对公司造成伤害。”

研究中列举了近期备受关注的一些实例，包括在2012年因与一名29岁的管理培训生存在不正当关系而备受指责的前百思买公司CEO布莱恩•邓恩；2007年因酒后驾车被捕的前全美航空公司CEO（现任美国航空公司CEO）白伟德，他之前已有过两次前科；以及2007年，被指控拳击赛后在米高梅赌场外对女朋友施暴的前时代华纳公司家庭影院频道负责人克里斯•阿尔布里特。研究还提到了前雅虎公司CEO斯克特•汤普森，他在2012年被曝出计算机科学学位造假。

研究共发现了219位CEO的轻率行为，一些人屡次犯错。在这些CEO中，96%为男性。最常见的不良行为与性有关，约占一半左右，有三分之一涉及不诚实。仅有十分之一左右涉及滥用药物或暴力行为。克莱恩说道：“我们发现，在CEO不良行为给公司造成严重伤害的许多示例中，CEO均为多次犯错，这凸显了股东真正了解公司领导层的重要性。”

当CEO的婚外情或在任职资格问题上撒谎被曝光之后，市场反应非常明显，公司股价几乎不可避免地应声下跌。但公司遭受的伤害会持续更久。高管不良行为不仅会导致短期内的股价下跌。在CEO曝出丑闻的12个月内，公司股价跌幅在11%至14%之间。

此外，在CEO不当行为被曝光的财年，其所在公司的经营业绩往往差强人意。而且这些公司很有可能被股东告上法庭，并更有可能成为司法部或证券交易委员会的调查对象，甚至会同时面临两方面的调查。

至于CEO在丑闻曝光后继续留任还是被辞退，并没有太大影响。辞掉CEO的公司和允许CEO留任的公司，表现同样糟糕。尽管董事会更有效率的公司（如拥有更多独立董事、对管理层有更完善的监督等）比董事会松散的公司更有可能辞退有不良行为的CEO，但都无法改变丑闻对公司造成冲击的事实。

研究发现CEO最常曝出的丑闻是出轨，但这种行为对公司的伤害并非最大。克莱恩说道：“有趣的是，相比其他不良行为，如滥用药物和出轨等，不诚实行为造成的后果最为严重。个人的不诚实有损信誉，将毁掉投资者、董事会和客户对管理层的信任和信心。”

股东对这类事件反应强烈，因为他们主要关心管理层的两个问题。第一个问题是“注意力分散”；CEO要处理丑闻曝光带来的负面影响，因此他无法做好自己的本职工作。第二个问题是“管理者品质”；股东不会信任撒过谎的CEO。

为了更加细致地研究这个问题，研究人员尝试查明CEO行为不当的公司是否更有可能篡改账目。结果显示，他们确实存在这样的倾向。

这些公司要遭受多重打击——股价下跌、经营业绩不佳、法律诉讼和收入造假。因此，所有CEO们都应该记住一句话——不要有不良行为。不过，更有效的公司治理可以帮助解决这个问题。

被发现不良行为的CEO有四分之一为创始人。相比被广泛持股的机构，由创始人担任的CEO，在董事会拥有更多权力。如果董事会能够持续关注CEO的行为，并且CEO知晓这种监督的存在，那么出现这类问题的几率将大大降低。（财富中文网）

译者：刘进龙/汪皓

审校：任文科

Trust in public figures is as important in television newsrooms as it is in company boardrooms. And when that trust is betrayed, shareholders lose money. A lot of money.

CEOs guilty of sexual misadventure, substance abuse, violence, and dishonesty are responsible for massive destruction in stockholder value, according to new research. A study by Professor Brandon Cline of Mississippi State University, with co-authors Ralph Walkling (Drexel University) and Adam Yore (Northern Illinois University), shows that companies experience an average shareholder loss of $226 million in the three days after the announcement of a CEO indiscretion. “The evidence shows,” said Cline in an interview with Fortune, “that activities of violence, substance abuse, dishonesty, and sexual misadventure in personal lives translates into damage to companies.”

The study gives a number of recent, high-profile examples of such behavior, including former Best Buy CEO Brian Dunn, who was accused of having an affair with a 29 year-old leadership trainee in 2012; former US Airways CEO (and current CEO of American Airlines) Doug Parker, who was arrested in 2007 for driving under the influence, following two prior convictions; and, again from 2007, the former head of Time Warner’s HBO unit, Chris Albrecht, who was accused of assaulting his girlfriend outside an MGM casino after a boxing match. The study also cites former Yahoo CEO Scott Thompson, who in 2012 was found to have claimed an unearned computer science degree.

In all, the study found examples of 219 CEO indiscretions, some of whom had multiple instances of such behavior. Some 96% of the CEOs under examination were male. The most common misbehaviors – almost half – were sexual in nature, while a third involved some form of dishonesty. Only around a tenth each involved substance abuse or violence. “We find that in many of the examples where a CEO’s indiscretion caused significant harm to the company, the CEO was a repeat offender, underscoring the importance of stakeholders really getting to know company leadership,” Cline said.

Knee jerk reactions to the announcement of an extramarital affair or lying about qualifications would seem obvious, and an immediate damage to a company’s stock price is almost inevitable. But the damage lasts longer. Indiscretions are not just associated with short-term stock price damage. Stock prices at companies that suffered from CEO mess-ups fell in total by between 11% and 14% over the subsequent 12 months.

Firms with badly behaved CEOs also have poorer operating performance during the fiscal year in which the CEO is found out. And such companies are also far more likely to be sued by shareholders, and they are more likely to the subject of an investigation by the Department of Justice or the Securities and Exchange Commission, or both.

It doesn’t seem to make much difference whether the CEO keeps his job or is dismissed. Companies who fired their CEO perform just as poorly as those who leave him in the job. This seems to be the case despite the fact that companies with better boards—more independent directors, better oversight of management – are far more likely to fire a guilty CEO than those with lax boards.

Sexual indiscretions were the most common CEO mishap examined in the study, but they were not the most damaging to a company’s performance. “Interestingly, relative to the other indiscretion categories, such as substance abuse and sexual misadventure, the results are particularly severe for cases of dishonesty,” Cline said. “Personal dishonesty impairs reputation and ruins the trust and confidence that investors, the board, subordinates, and customers have in management.”

Shareholders react badly to these events because they are concerned about two major issues with management. The first is “distraction”; the CEO can’t do a good job because he is dealing with fallout from the disclosures. The second is “managerial character”; shareholders simply don’t trust a CEO who has told lies.

To look at this even more closely, the study tried to find out if companies with indiscreet CEOs were also more likely to manipulate their finances. It turns out that they were.

These companies are hit multiple times – falling stock prices, poor operating performance, legal action, and manipulating earnings. There is an obvious conclusion for CEOs—don’t do it. But better corporate governance can help.

Almost a quarter of the CEOs who were found to have committed such indiscretions were founders. Founder CEOs have far more power over their boards than widely held institutions. Boards that are paying attention, and where the CEO knows it, are far less likely to have these kinds of problems in the first place.