The Relation between Strategy,CEO Selection,and Firm Performance

We examine whether a firm's strategic priorities influence its selection of a new CEO and what conditions enable such an appointment to add value to the firm. More specifically, this study investigates the value‐adding effect when prospector firms (i.e., those pursuing a prospector‐type strategy) select a CEO with high social capital. We argue that uncertainty, driven by a firm's strategy, will determine the decision to select a CEO with high social capital; such CEOs can use their networks to mitigate the uncertainty and thus can be valuable to the firm. However, prior research indicates that CEOs with high social capital can engage in behavior detrimental to firm value. To mitigate the potential for this to occur, we assess whether corporate governance can play a role in prospector firms who appoint CEOs with high social capital. Drawing on archival data of CEO successions over a 14‐year period, we find that prospector firms have greater incentives to appoint CEOs with high social capital. We also find that prospector firms who appoint a CEO with high social capital improve their performance. Furthermore, the value‐adding effect of this selection choice is stronger in prospector firms with good corporate governance.     

The Impact of Mandated Disclosure on Performance‐Based CEO Compensation*

Regulators argue that mandated compensation disclosure improves corporate governance by permitting shareholders to enjoin boards of directors to reward executives in ways that are consistent with shareholder value creation. We posit that mandated compensation disclosure, or the absence thereof, has a greater impact on the CEO compensation practices of widely held firms than of closely held firms. More specifically, we expect that, in the absence of mandated disclosure, CEO compensation is likely to be less performance‐contingent among widely held firms than among closely held firms. Moreover, we also expect that the advent of mandated disclosure leads widely held firms to increase the extent to which CEO compensation is performance‐contingent, much more so than closely held firms would. We use a unique data base resulting from the Ontario Securities Commission amendment of regulation 638 in October 1993. For the first time, this amendment required firms listed on the Toronto Stock Exchange to provide detailed executive compensation data similar to those required by the Securities and Exchange Commission, for the current year as well as retroactively for the previous two years. We find that, in the absence of mandated disclosure, CEO cash compensation in widely held firms is less performance‐contingent than in closely held firms. With the imposition of mandated disclosure, performance‐contingent cash compensation increases more in widely held firms than in closely held firms. Results with respect to stock option grants are mixed, with both closely held and widely held firms reacting to the advent of mandated disclosure.     

CEO Compensation and Stakeholders' Claims*

The traditional view that a corporation exists solely to serve the interests of the firm's shareholders has given way to a changing view that recognizes the importance of corporate constituents in addition to shareholders. Prior studies demonstrate a significant association between the sensitivity of CEO compensation and a firm's stock prices. However, the association between CEO compensation and the claim of other primary stakeholders (customers, employees, suppliers) has not been examined. The purpose of this study is to investigate whether the adoption of long‐term incentive plans aligns the interest of the CEO with the interest of the primary stakeholders in the firm. Using the fixed‐effect regression, our results indicate a significant association between the change in CEO compensation and the claims of the customers, shareholders, and employees. We contribute to the literature by demonstrating that the managers are accountable not only to the shareholders but also to primary stakeholders.     

Discretionary Accounting Choices and CEO Compensation*

This paper makes four contributions to the literature relating accounting choices to CEO compensation. First, it shows that discretionary accruals are associated with CEO cash compensation, a result that holds after controlling for both the nondiscretionary components of income and increases in shareholder wealth. Although significant, the coefficient on discretionary accruals is significantly lower than that on nondiscretionary accruals, which in turn is significantly lower than the coefficient on operating cash flows. Second, the paper shows a differential reaction to positive and negative discretionary accruals —- the association between positive discretionary accruals and CEO cash compensation is significantly greater than the association between negative discretionary accruals and CEO cash compensation. Third, the paper shows the association between discretionary accruals and CEO cash compensation varies depending upon the circumstances of the firm. In particular, when positive discretionary accruals allow the firm to reduce or avoid a loss, the association between CEO cash compensation and discretionary accruals is significantly greater. Finally, this paper shows that the association of CEO cash compensation with reported income generally increases with the level of discretionary accruals, consistent with management responding to the incentives provided.     

Are Earnings Forecasts Informed by Proxy Statement Compensation Disclosures?

We investigate the extent to which market participants use compensation payouts released in the DEF 14A proxy statement (DEF14A) to assess future firm performance by examining sell-side analysts' earnings forecasts. Consistent with prior work, we confirm that CEO compensation unexplained by current observable economic factors is positively associated with future firm performance. We find that both the likelihood that analysts revise their forecasts following release of the DEF14A and the magnitude and direction of analysts' forecast revisions are positively associated with unexplained CEO compensation. These associations are stronger after the SEC required additional compensation-related disclosures in late 2006 but lower if the firm has weak corporate governance or more precise other information. Analysts' reactions are not complete, however. Analysts' forecast errors measured months after the DEF14A release are associated with past unexplained compensation, especially in the pre-2006 period and for analysts who do not revise at the DEF14A release. Taken together, our results suggest that compensation payouts released in the DEF14A contain useful forward-looking information that is recognized by at least some sophisticated market participants and that the increased disclosure regulations assisted market participants in incorporating this information.     

嵌入讨价还价博弈的经营者报酬对公司绩效影响研究

文章研究表明:董事会与CEO之间的权力博弈是影响CEO报酬和公司绩效关系的重要因素.中国国有上市公司董事会与CEO之间的博弈扭曲了CEO报酬机制,损害了CEO报酬对公司绩效的促进作用,应当从博弈的制度环境入手矫正上述博弈机制,理顺CEO报酬机制的作用机理.     

Accounting Information and CEO Compensation: The Role of Cash Flow from Operations in the Presence of Earnings*

We examine the role of cash flow from operations (CFO) in chief executive officer (CEO) cash compensation. We predict that CFO is contract‐relevant in the presence of earnings, and more so when (1) the quality of earnings relative to the quality of CFO as a measure of performance is low and (2) the need for CFO as a financing source is high. Our analysis is motivated principally by normative arguments and anecdotes from financial disclosures linking CFO to managerial effort and contracts, notwithstanding the traditional role of earnings in performance measurement. We find that the weight of CFO in the compensation model is positive and significant in the presence of earnings and stock returns. We also find that the relative quality of CFO compared with that of earnings has a positive (negative) impact on the weight of CFO (earnings). We further find that the relative weight of CFO is enhanced substantially when enterprise activities crucially depend on internally generated cash flow. These findings are unaltered when we include CEO age, firm size, and risk in the model and allow the coefficients to vary across industries.     

Discretion in Financial Reporting: The Voluntary Disclosure of Compensation Peer Groups in Proxy Statement Performance Graphs*

We examine the 49 Standard & Poor's (S&P) 500 firms that voluntarily disclosed in their 1993 proxy statements, the composition of the comparison group used by each board's compensation committee to set executive compensation policies. We hypothesize that the net benefits of this disclosure are largest when (1) there is a high degree of stakeholder concern about compensation, (2) compensation policies are defensible, and (3) corporate governance is strong. Consistent with our stakeholder concern prediction, disclosing firms have higher compensation levels and are more apt to have received prior shareholder proposals about executive compensation. Contrary to this prediction, we find a negative association between financial press coverage of compensation policies and the probability of disclosure. Additionally, the disclosure decision is unrelated to the defensibility of compensation policies and the firm's corporate governance profile. Industry-adjusted firm performance, managerial entrenchment, CEO tenure, institutional holdings, and compensation committee independence variables are insignificant. We also compare the financial performance and compensation practices of compensation peers to two yardsticks — performance and pay practices at the sample firms and the corresponding S&P industry index firms. The compensation levels of compensation peers exceed those of the firms in the corresponding S&P industry indexes. Because (1) compensation levels and performance sensitivities at sample firms are more similar to those at compensation peers than to those at S&P industry index firms, and (2) the superior financial performance and higher performance sensitivities of disclosing firms justify high pay, this evidence suggests that the compensation peers of disclosing firms are an appropriate comparison group.     

The Role of Pension Business Benefits in Institutional Block Ownership and Corporate Governance*

We investigate whether potential pension contracting benefits lead institutions that provide pension services to acquire ownership blocks in firms and the implications of such blockholdings on the firms' corporate governance. We use the 2006 Pension Protection Act, which expanded pension participation in certain states, as a quasi-exogenous shock and find an increase in block ownership by pension-providing institutions in firms with substantial operations in affected states. Further, we find that the acquisition of a large block increases the likelihood that the institution will provide future pension services to the firm. With regard to corporate governance, we find that the acquisition of large pension blockholdings is associated with higher CEO pay and lower CEO turnover following poor financial performance. However, contrary to the prediction of the private benefits hypothesis, we do not find consistent evidence that large pension blockholdings are associated with declining firm profitability, suggesting that pension institutions are incentivized to exert monitoring to preserve the investment value of their blockholdings. Overall, our evidence is consistent with pension service institutions acquiring ownership blocks to obtain pension contracts, but our evidence does not support the prediction that they use their influence to compromise shareholder value.     

市场化进程、企业绩效与高管过度隐性私有收益

制度环境是影响我国高管薪酬契约发挥激励作用的重要因素,本文以市场化进程为背景,检验企业绩效与高管过度隐性私有收益之间的关系,并探究市场化进程对上述关系的影响。研究发现：由于我国上市公司高管隐性薪酬契约普遍缺乏有效设计和监督,企业上期绩效与本期高管过度隐性私有收益负相关;随着市场化进程深入,民营企业绩效与高管过度隐性私有收益之间的负相关关系显著缓解,并且当民营企业高管权力较大时,市场化进程能够更加有效地抑制企业绩效与高管过度隐性私有收益之间的负相关关系,但是上述关系在国有企业中并未得到有效改善。进一步检验发现,市场化改革促使企业绩效和高管现金薪酬之间的相关性不断提高。本文的研究结果有助于揭示市场力量在提高高管薪酬契约激励有效性时发挥的作用及遇到的困难,为抑制国企高管过度隐性私有收益提供合理建议。     

现金持有对家族企业市场竞争力的影响——基于CEO来源的视角

当前我国家族企业已陆续进入代际传承的重要阶段,企业CEO也出现了由一代、二代或外部经理人这三种不同来源的安排。不同来源的CEO从现金持有的交易动机、预防动机和代理动机出发,会选择不同的现金持有战略,从而影响企业的市场竞争力。文章以2010-2014年沪深两市A股上市家族企业为研究对象,研究现金持有水平与企业市场竞争力之间的一般关系,并根据家族企业的特殊性和差异性,推断家族企业现金持有是否同样具有竞争优势,还进一步研究家族企业不同CEO来源对现金持有竞争优势的影响。研究发现,家族企业的现金持有能够增强企业的市场竞争力,即家族企业存在现金持有的竞争优势。而且家族企业CEO的不同来源会对企业现金持有的竞争优势产生较大影响,具体说,家族创始人CEO由于维护社会情感财富和代际传承等原因,可能会损害企业现金持有的竞争优势,降低家族企业现金持有价值;家族二代CEO出于二次创业的动力,反而会加强企业现金持有的竞争优势;外部经理人担任CEO为了个人声誉和薪酬,也会显著加强企业现金持有的竞争优势。文章从家族企业这一特殊样本出发,丰富了家族企业现金持有竞争优势的研究,并从家族企业代际传承的视角,独特地研究了不同CEO来源对家族企业现金持有竞争优势的重要影响,同时也扩展了代际传承经济后果的研究。     

Compensation negotiation and corporate governance: the evidence from China

This paper examines CEO pay dispersion for the listed companies in China. We apply a two-tier stochastic frontier model to the CEO compensation framework where asymmetric information generates a surplus between the minimum wage that CEOs accept and the maximum payment that firms offer. This surplus leads to CEO pay dispersion coming from the negotiation power between the CEO and the firm. We generate the surplus extracted by each CEO-firm pair and analyze how corporate governance affects them. An empirical analysis finds that: (1) On average, CEOs are paid 23.26% more than the benchmark; (2) additionally, we examine the bargaining power in state-owned enterprises (SOEs) and non-state-owned enterprises (non-SOEs). We find that CEOs in SOEs have less bargaining power due to compensation regulations. We then examine compensation for new CEOs hired externally and find that CEOs hired externally have less bargaining power on average; and (3) corporate governance has a significant effect on the salary bargaining power of each agent. More specifically, the CEO-Chairman dummy has a significant positive effect on the bargaining power of firms and CEOs, but the latter is larger. Board size has a negative effect on both. Independent directors help improve the bargaining power of the firms and board meeting times help enhance the bargaining power of the CEOs. Equity concentration has a significant negative effect on both sides.     

CEO narcissism and corporate performance in China

This study explores the relationship between chief executive officer (CEO) narcissism and corporate performance in China. Based on the Chinese institutional and cultural background, we introduce organizational innovation as a mediating variable and CEO power as a moderating variable. We find that CEO narcissism is positively related to corporate performance based on 275 companies listed on the growth enterprise market (GEM) from 2012 to 2020. Furthermore, organizational innovation plays a partially mediating role in the relationship between CEO narcissism and corporate performance, and the moderating role of CEO power is partially supported.     

Corporate governance and the cost of public debt financing: Evidence from Japan

This paper explores the relationship between corporate governance mechanisms and the cost of public debt financing in Japan. Using a sample of corporate bonds newly issued in Japan during the period 2005–2008, I find that CEO ownership is associated with higher yield spreads after controlling for other governance, bond, and firm characteristics. Founding family ownership is also positively related to yield spreads. In contrast, firms with large corporate shareholders enjoy lower yield spreads. These results are robust to various alternative specifications. Overall, my results indicate the importance of corporate governance mechanisms in Japanese corporate bond markets.     

Managers' Discretionary Adjustments: The Influence of Uncontrollable Events and Compensation Interdependence

Discretionary bonus adjustments allow managers to restore the alignment of employee effort and compensation when bonus amounts are based on noisy objective performance measures. The implications of discretionary adjustments for employees' future efforts and fairness perceptions present important trade‐offs for managers to consider. Adjustments may be used to motivate different types of effort in future periods, but may also create perceptions of unfairness among employees who are not affected by negative events. This study examines the joint influence of the likelihood of future negative uncontrollable events and compensation interdependence (i.e., the extent to which one employee's compensation influences others' compensation) on managers' willingness to make adjustments for the effect of a negative uncontrollable event on a single employee. In our experiment, we manipulate the likelihood of future uncontrollable events and whether bonuses are determined individually or are drawn from a shared bonus pool. Results show that managers are less willing to adjust when the likelihood of future events is high to avoid setting a precedent, thereby motivating employees to adapt to changing conditions. We also find that managers are less willing to adjust, regardless of event likelihood, when compensation interdependence is high, to avoid demotivating unaffected employees. Finally, we find that participants' general attitudes toward compensation significantly influence their adjustment decisions beyond the effects of our independent variables. Our results highlight the unique nature of discretionary adjustments, help explain findings from previous research, and demonstrate important considerations managers must make when using the flexibility provided to them in pay‐for‐performance contracts.     

CEO Power,Internal Control Quality,and Audit Committee Effectiveness in Substance Versus in Form

During the past decade, new regulations have been adopted to improve audit committee effectiveness. Prior research has generally provided evidence in support of these regulations and suggests that a more independent and expert audit committee is more effective. We posit that CEO power reduces or even eliminates the improvements in audit committee effectiveness resulting from independent and financially expert committee members. Thus, CEO power may result in an audit committee that appears effective in form but is not in substance. We construct a composite index for CEO power by combining ten CEO characteristics and employ the incidence of internal control weaknesses as a proxy for audit committee monitoring quality. Since all the firms in our sample have completely independent audit committees, we use financial expertise to examine the impact of CEO power on audit committee effectiveness. We find that, when CEO power is low, audit committee financial expertise is negatively associated with the incidence of internal control weaknesses. However, as CEO power increases, this association monotonically weakens. When CEO power reaches a sufficiently high level, this association is no longer negative. The moderating effect of CEO power on audit committee effectiveness is more prominent when the CEO extracts more rents from the firm through insider trading. Our results are not driven by the CEO's involvement in director selection. Our paper suggests that more expert audit committees in form do not automatically translate into more effective monitoring. Rather, the substantive monitoring effectiveness of audit committees is contingent on CEO power.     

Compensation in the Post‐FIN 48 Period: The Case of Contracting on Tax Performance and Uncertainty

Academic and anecdotal evidence indicates that incentive systems often provide short‐term payouts without regard for long‐term consequences. New detailed disclosures mandated by FIN No. 48, Accounting for Uncertainty in Income Taxes, enable us to use a tax setting to investigate whether boards adjust performance‐based pay for uncertainty. We find managers’ bonus payouts are positively associated with tax performance; however, bonus payouts are lower when measures of ex ante tax uncertainty are higher. Our results are robust to tests of alternative explanations including financial reporting aggressiveness, overall firm risk, and other forms of compensation. Further, we document that the relation between bonus compensation and tax performance has changed in the post‐FIN No. 48 period. Specifically, we identify a significant association between bonus payout and GAAP ETR only in the pre‐FIN No. 48 period and a significant association between bonus payout and cash ETR only in the post‐FIN No. 48 period, suggesting that the relation between compensation and tax avoidance should be examined carefully with particular attention to the post‐FIN No. 48 period.     

Stock repurchases in Japan: A solution to excessive corporate saving?

Since the 1990 s profitable Japanese companies have faced lower domestic growth opportunities; they have invested less, yet most have not increased their payout. This has resulted in a substantial deleveraging of their balance sheets. The popular term for this phenomenon is “corporate saving.” Corporate saving by Japanese companies is now at the highest level in history. Dividends and stock repurchases are two potential ways to resolve excessive corporate saving. Stock repurchases in particular offer a fast, flexible and very public method to solve the problem of excessive corporate savings. This research is an investigation of stock repurchases by Japanese companies from 2000 to 2009. Companies repurchase their stock to return excess cash to investors, resolve governance issues, adjust capital structure and send signals. This paper uses accounting and stock market information to explain this behavior. Contrary to recent research on American firms, we find that replacement of dividends does not appear to explain stock repurchase behavior in Japan. We find evidence that repurchase behavior in Japan is linked to excessive corporate savings. However, repurchases are also closely linked to the ownership structure of the firm. Firms whose dominant owners are other members of the firm's industrial group are less likely to repurchase. Bank ownership has mixed implications for repurchases. Firms having foreign and individual ownership are more likely to repurchase stock. Foreign and individual ownership appears to improve governance and thus may be a partial solution to excessive corporate savings.     

CEO薪酬与公司绩效关系研究综述

CEO薪酬与公司绩效关系的研究在学术界与现实管理中吸引着越来越多的关注,主要原因在于该主题的研究一直未有统一定论。而国外由于资本市场较发达,股权激励推行的时间较长等原因,研究较我国而言系统而深入。论文通过对国内外文献进行梳理,认为大多数研究进行的是现金薪酬、股权、期权三方面各自的或综合的高管薪酬与公司绩效之间关系的探讨,并对此进行系统综述,文末对比国外研究,提出了国内未来研究应注意的问题,以期为后续研究提供有益的借鉴。     

Horizontal transfer,vertical promotion,and evolution of firm organization

This paper investigates interactions among horizontal transfers, promotions across ranks, and creation and destruction of jobs inside a large Japanese manufacturing firm. In this sample firm, we find that job creation and destruction accounts for the majority of horizontal transfers of employees within the firm. This is in sharp contrast to a popular perception that employees move according to a well-defined career path in a stable organization with an internal labor market. Instead, we find that units and jobs are constantly created and destroyed at this firm and that individual career paths are far more dynamic and state and path dependent than the popular perception would suggest.The econometric analysis on determinants of promotion policy confirm these findings, as well as predictions based on the multi-skilling model of human capital. First of all, transfers to functionally similar units which enable employees to acquire multiple skills do enhance promotion probability. On the other hand, transfers to functionally or geographically different units are often detrimental to the promotion prospect, especially those that occur at earlier stages of an employee's career. In general, an employee's career at this firm is significantly influenced by the success or failure of particular units and, in particular, we find that the promotion probability for some types of employees is significantly higher for those transferred from sections that had been eliminated, and also for those transferred into newly created sections. J. Japanese Int. Economies 20 (1) (2006) 20–49.