知识点来源

问题如下：

Which board structure would most limit shareholders' ability to make significant changes in the management of a firm?

选项：

A.

A non-staggered board with a majority of independent directors

B.

A staggered board with a majority of independent directors

C.

A staggered board with a majority of inside directors

解释：

C is correct.

A board with a majority of inside directors could more easily resist outside change than one with a majority of directors who were independent of management. Also, a staggered board would allow only a portion of the directors to be voted out each year, so it would take several years to replace a majority of directors.