Wealth and Executive Compensation

Using new data on the wealth of Swedish CEOs, I show that higher wealth CEOs receive stronger incentives. Since high wealth (excluding own‐firm holdings) implies low absolute risk aversion, this is consistent with a risk aversion explanation. To examine whether wealth is likely to proxy for power, I use lagged wealth (typically measured before the CEO was hired), and the results remain for one of two incentive measures. Also, the wealth–incentive result is not stronger for CEOs likely to face limited owner oversight. Finally, wealth is unrelated to pay levels, and is hence unlikely to proxy for skill.     

Institutional Investors and Executive Compensation

We find that institutional ownership concentration is positively related to the pay‐for‐performance sensitivity of executive compensation and negatively related to the level of compensation, even after controlling for firm size, industry, investment opportunities, and performance. These results suggest that the institutions serve a monitoring role in mitigating the agency problem between shareholders and managers. Additionally, we find that clientele effects exist among institutions for firms with certain compensation structures, suggesting that institutions also influence compensation structures through their preferences.     

Executive Compensation and Agency Effects

The separation of ownership from control in large corporations can cause agency problems. This study analyzes the effects of the dispersion of corporate ownership on the compensation of the top executives of Fortune 500 companies. The effects are estimated across the executive hierarchy and for different components of the compensation package in contrast to more limited previous studies. The results indicate that there is a significant agency effect on executive pay, though the magnitude is small relative to company size. The effects are greatest for the most liquid form of remuneration, salaries, and are nonuniform across executive categories, with the strongest effect found for the Chairman of the Board.     

CEO Influence and Executive Compensation

The sales-maximization hypothesis and the shareholder wealth-maximization hypothesis have been suggested in prior finance literature to explain the determinants of CEO pay. This paper proposes that CEO influence over the board is an additional explanation for the size of CEO pay. Evidence from the 1989–1991 period indicates that CEO pay is positively related to measures of CEO influence over the board. Results of this study suggest that CEO salary levels are mostly a function of CEO influence over the board, the growth in sales and the size of the firm.     

Executive Compensation in UK Property Companies

We study the drivers of executive compensation in the listed UK property sector. The UK provides an excellent opportunity to analyze executive compensation due to high transparency in the different components of executive compensation. We show that company size is the most important variable in explaining the level of executive compensation. We find that absolute and relative share performance significantly explains long-term compensation, that management style has a distinct influence on the level of executive compensation, and that using alternative monitoring mechanisms (institutional shareholders, debtholders, and outside directors) leads to higher levels of long-term incentives. We find only weak evidence of pay-performance sensitivity for both cash and long-term compensation. Executive shareholdings provide a much stronger link between pay and performance than does executive compensation.

Executive Compensation and Corporate Acquisition Decisions

By examining how executive compensation structure determines corporate acquisition decisions, we document a strong positive relation between acquiring managers' equity-based compensation (EBC) and stock price performance around and following acquisition announcements. This relation is highly robust when we control for acquisition mode (mergers), means of payment, managerial ownership, and previous option grants. Compared to low EBC managers, high EBC managers pay lower acquisition premiums, acquire targets with higher growth opportunities, and make acquisitions engendering larger increases in firm risk. EBC significantly explains postacquisition stock price performance even after controlling for acquisition mode, means of payment, and "glamour" versus "value" acquirers.     

上市公司高管薪酬变局

2010年年报业已收官,高管薪酬不出意外地再次成为热点话题。根据显示,上市公司高管薪酬依然呈现整体上涨的趋势,金融、地产成为平均薪酬最高的行业,且增幅远超出平均水平。另外一大特点是随着中小板、创业板公司的大幅扩容,上市公司高管财富的增长开始更加依赖于股权激励、直接持股等。与之遥相辉映的是华尔街的限薪运动愈演愈烈。美国证交会于2011年3月2日发布声明,宣布将对大银行、经纪公司以及对冲基金等金融机构的高额薪酬实施更严格监管。新规被认为是美国监管机构十几年来限制金融公司薪酬努力的最高峰。从高管收入来源的结构来看,呈现出典型的三个台阶:固定薪酬帮助高管进入百万元俱乐部;股权激励成就千万元富翁;而直接持股则是造就亿元富豪的终极法则。而且去年无论是海外上市还是创业板上市的IPO潮,都直接带动了今年高管薪酬的集体增长。而每一家上市公司背后,都离不开那些容易被闪光灯忽略的CFO们的身影。依据上市公司公开披露的信息,《首席财务官》杂志将中证100、创业板首批28家上市公司、2010年在香港证券交易所上市且融资额排名前10位的公司作为研究样本,从这些公司的薪酬、持股数中,解读中国上市公司高管薪酬变局,并特别聚焦其中CFO群体的...     

Executive Careers and Compensation Surrounding Takeover Bids

This article examines the impact of a takeover bid on the careers and compensation of chief executives of target firms. We find that acquisition attempts occur more frequently in industries where chief executive officers (CEO) have positive abnormal compensation. Target CEOs are more likely to be replaced when a bid succeeds, than when it fails. CEOs of target firms who lose their jobs generally fail to find another senior executive position in any public corporation within three years after the bid. Consistent with Fama's (1980) notion of “ex post settling up”, postbid compensation changes of managers retained after an acquisition attempt are negatively related to several measures of their prebid abnormal compensation. This result is robust to a variety of specifications and does not seem to be caused by mean reversion or selection bias. These findings are consistent with the hypothesis that a takeover bid generates additional information that is used by labor markets to discipline managers.     

上市公司MBO的管理者报酬激励效应

本文的实证研究表明,中国上市公司管理者收购（MBO）对于参与收购的公司管理层来说,存在效果显著的报酬激励、股权分红激励乃至财富增长效应;MBO后,管理层的动态报酬在很大程度上是随公司动态绩效的变化而变化的,即没有充分的证据表明MBO后存在与公司绩效不相关的增加现金股利分配效应和管理层报酬增长效应。     

会计业绩信息异质性与高管薪酬

中国上市公司通常使用会计信息制定高管薪酬。本文研究发现会计信息用于高管薪酬的制定必须考虑其异质性问题,即多重会计业绩信息评估结果的差异会影响其在高管薪酬制定中的作用。会计业绩信息异质性程度越高,薪酬业绩敏感性越低。当以净利润作为业绩代理变量时,民营企业的薪酬业绩敏感性较少受会计业绩信息异质性影响;营业收入为业绩代理变量时,民营企业与国有企业不存在显著差异。本文研究结论对企业完善其高管业绩评价和薪酬设计具有一定启示意义和实际指导价值。     

投资者情绪、经理激励契约与企业投资

本文基于中国上市公司经理激励契约安排的制度背景,把经理激励契约纳入投资者非理性分析框架,就投资者情绪与经理激励契约如何相互作用影响企业投资进行了理论分析,并进行了实证检验。结果发现,高管持股会诱发高管利用投机的股市进行过度投资,而与股价弱相关的货币薪酬没有这种作用,而且经理薪酬的这种作用因企业实际控制人性质不同而有所差异。本研究表明高管持股在企业投资决策中具有负面的公司治理效应。     

商业银行高管薪酬制度的国际比较

本文重点分析银行高管薪酬制度的美、德、日模式.由于各国的历史、社会环境、经济法律制度、文化习俗不同,从属于公司治理机制的高管薪酬制度存在很大差异,但是随着近年来迅猛的金融全球化和自由化,薪酬制度出现了明显的趋同趋势.     

The Relation Between Insider-Trading Restrictions and Executive Compensation

In this study I investigate the relation between firm‐level insider‐trading restrictions and executive compensation. Using a trading‐window proxy for the existence of such restrictions, I test predictions that insiders will demand compensation for these restrictions and that firms will need to increase incentives to restricted insiders. I find that firms that restrict insider trading pay a premium in total compensation relative to firms not restricting insider trading, after controlling for economic determinants of pay. Furthermore, these firms use more incentive‐based compensation and their insiders hold larger equity incentives relative to firms that do not restrict insider trading. These results hold after controlling for the endogenous decision to restrict insiders and are consistent with the notion that insider trading plays a role in rewarding and motivating executives.     

Executive Compensation and the Maturity Structure of Corporate Debt

Executive compensation influences managerial risk preferences through executives' portfolio sensitivities to changes in stock prices (delta) and stock return volatility (vega). Large deltas discourage managerial risk‐taking, while large vegas encourage risk‐taking. Theory suggests that short‐maturity debt mitigates agency costs of debt by constraining managerial risk preferences. We posit and find evidence of a negative (positive) relation between CEO portfolio deltas (vegas) and short‐maturity debt. We also find that short‐maturity debt mitigates the influence of vega‐ and delta‐related incentives on bond yields. Overall, our empirical evidence shows that short‐term debt mitigates agency costs of debt arising from compensation risk.     

The Growing Executive Compensation Advantage of Private Versus Public Companies

Private companies have a natural governance advantage over public companies—one that stems mainly from the presence on their boards of their largest owners. This governance advantage is reflected in the greater effectiveness of private company executive pay plans in balancing the goals of management retention and incentive alignment against cost. Private company investor‐directors are more likely to make these tradeoffs efficiently because they have both a much stronger interest in outcomes than public company directors and more company‐specific knowledge than public company investors. Furthermore, private company boards do not have to contend with the external scrutiny of CEO pay and the growing number of constraints on compensation that are now faced by the directors of public companies. Such constraints focus almost entirely on one dimension of compensation governance—cost—in the belief that such constraints are required to limit the ability of directors to overpay their CEOs. In practice, any element of compensation can serve to improve retention or alignment, as well as being potentially costly to shareholders. Furthermore, any proscribed compensation element can be “worked around” by plan designers, provided the company is willing to deal with the complexity. For this reason, rules intended to deter excessive CEO pay are now effectively forcing even well‐intentioned public company boards to adopt suboptimal or overly complex compensation plans, while doing little to prevent “captured” boards from overpaying CEOs. As a result, it is increasingly difficult for public companies to put in place the kinds of simple, powerful, and efficient incentive plans that are typically seen at private companies—plans that often feature bonuses funded by an uncapped share of profit growth, or upfront “mega‐grants” of stock options with service‐based vesting.     

Performance Regularity: A New Class of Executive Compensation Packages

The ability of standard executive stock options to incite managers to adequately select the assets of their firm has been extensively questioned by academics and practitioners. However, very few alternatives exist or have been proposed to better control the investment strategies of top managers. The present article studies the evaluation and sensitivity of a new class of executive stock options well designed for the control of managers. Such packages are aimed at giving incentives to CEOs to maintain a regular performance over time and a stable volatility level. The importance and implications of the choice of the different parameters as well as their robustness with respect to standard financial criteria are examined. In brief, this article studies in a utility-based framework a new type of executive stock options that can be useful to protect and enhance the economic performance of corporations.     

金融行业上市公司高管薪酬问题：公平与效率

金融行业上市公司高管薪酬问题一直是社会关注的焦点。目前,金融行业上市公司高管薪酬存在显著的效率与公平问题,主要表现为高管薪酬与业绩缺乏相关性,以及高管薪酬水平差距过大。金融行业上市公司高管薪酬问题表面来看是一个管理问题和经济问题,但究其深层次原因则是一个社会政治问题。剖析和解决这些问题需要进行顶层设计,兼顾公平和效率,注重社会公平。     

公司并购、盈余管理与高管薪酬变动

基于前人关于上市公司盈余管理影响因素的研究,本文分析了主并方公司并购收益与并购完成后公司盈余管理之间的关系,以及两者对高管货币性薪酬变动的相互作用机制。本文以2007至2012年我国沪深两市发生重大并购的A股上市公司为研究对象,结果发现:在并购完成后,并购收益与公司盈余管理存在负相关关系,即并购收益越低,公司在并购完成后第一、二年进行正向盈余管理的程度越高;盈余管理与并购收益对高管薪酬的变动存在着相互替代的关系,即并购收益越低,盈余管理对促进高管薪酬增长的影响越大。本文的研究丰富了盈余管理和公司并购的理论内涵,并为监管部门以及投资者的决策提供了重要的经验证据。