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.     

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.     

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.     

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.

Insurer Reserve Error and Executive Compensation

This article investigates incentives of insurance firm managers to manipulate loss reserves in order to maximize their compensation. We find that managers who receive bonuses that are likely capped or no bonuses tend to over‐reserve for current‐year incurred losses. However, managers who receive bonuses that are likely not capped tend to under‐reserve for current‐year incurred losses. We also find that managers who exercise stock options tend to under‐reserve in the current period.     

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.     

Chief Audit Executive as Supervisory Board Member and Executive Compensation Contracts

This paper studies a unique phenomenon in China's corporate governance—that chief audit executives (CAEs) sit on supervisory boards (CAE duality)—and examines its effects on executive compensation contracts. Using a sample of listed firms between 2010 and 2018, we find a significant positive relation between CAE duality and pay-for-performance sensitivity, which suggests that the dual position helps integrate monitoring resources and reduces agency costs. This positive relation is more pronounced when companies face a stricter monitoring environment and in non-state-owned enterprises (non-SOEs) than in SOEs. In addition, we find that the recent reforms on compensation strengthen the role of CAE duality in SOEs. Further analysis identifies the reliability of performance information (i.e., earnings quality) and reduced executive self-interested behaviours (i.e., perquisite consumption) as the influencing mechanisms that increase the demand for performance-based compensation and thus improve pay-for-performance sensitivity.     

Pensions as a Form of Executive Compensation

This paper investigates the role of pensions as an element of total executive compensation, and the relationship between pensions and performance‐based compensation in executive pay. Using hand‐collected data on FTSE 100 CEOs and senior executives from 2004?2011, we document that pensions function as a substitute for performance‐based compensation (primarily bonuses) in both cross‐sectional and time‐series settings. We also examine the effect of corporate governance characteristics on executive pensions. We find that corporate governance characteristics associated with stronger board monitoring play a constraining role on the magnitude of pensions. Our evidence of substitution effects between pensions and performance‐based compensation is consistent with a managerial power view of executive compensation‐setting, and the use of pensions as a ‘stealth’ element of compensation. Our findings are robust to considering different types of pensions, product market competition, and cross‐listing. Sub‐period analysis shows that pensions decrease and substitution effects weaken following the 2008 financial crisis. Moreover, we find no evidence that the use of compensation consultants with potential conflicts of interest is associated with higher pensions. Overall, our study contributes to a greater understanding of the role of pensions in executive compensation, and shows the importance of including pensions in analysis of executive compensation.     

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...     

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。     

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.     

Executive Compensation: A Model of Disclosure Choice

Recent public policy debates have led to increased calls for full transparency of executive compensation. However, in practice, many firms are reluctant to disclose the full details of how they link executive compensation to performance. One possible reason for lack of full disclosure is that managers use their power to hide the details of their compensation plan in order to disguise opportunistic rent extraction. If this is the reason for secrecy, then public policy designed to force firms to provide full disclosure is unlikely to be resisted by shareholders. However, another possible explanation for less than full transparency is that some degree of secrecy about executive compensation may be in the interest of the company and its shareholders. If this explanation is correct, then public policy moves to increase transparency may be met by counter moves designed to protect managers and shareholders from such policies. In this paper we investigate if full disclosure of executive compensation arrangements is always optimal for shareholders. We develop a model where optimal executive remuneration solves a moral hazard problem. However, the degree to which the moral hazard problem affects the shareholders depends on hidden information, so that disclosure of the executive compensation scheme will typically reveal the hidden information, which can be harmful to shareholders. The model derives, therefore, the optimal disclosure policy and the optimal remuneration scheme. We find that the shareholders are better off pre‐committing not to disclose the executive compensation scheme whenever possible. Executive directors are shown to be better off too in the absence of disclosure of executive compensation schemes. An argument for mandating disclosure is that it provides better information to shareholders but our analysis demonstrates that disclosure does not necessarily achieve this objective. The results suggest that less than full disclosure can be in the interest of shareholders, the reason for this being that disclosures cannot be made selectively to shareholders but will also be made to strategic opponents. This will be the case if the board of directors and the remuneration committee includes enough independent directors. Whether or not non‐disclosure to shareholders is in their interest is however an empirical matter involving a trade‐off between the proprietary costs associated with disclosure to shareholders and the costs of potential collusion between executive and non‐executive directors associated with non‐disclosure.     

职业经理人薪酬激励实证研究

根据深圳证券交易所2004年上市公司的职业经理人薪酬数据进行实证研究,分析了职业经理人平均薪酬和董事薪酬、公司绩效、公司规模、国有股占总股本的比例之间的关系,并对职业经理人的持股状况进行了总结.     

Corporate Culture and the Problem of Executive Compensation

In this commentary on Bebchuk and Fried s Pay Without Performance , the former SEC Chairman begins by declaring, "I have problems with exorbitant executive pay precisely because I care about markets and private enterprise. These huge pay checks… undermine corporate governance and send a signal that boards are willing to spend shareholders' money lavishly and with too little oversight." The author calls for a number of regulatory reforms, including expensing of stock options, broader and more complete disclosure of compensation, greater independence of directors, and empowerment of shareholders. At the same time, he notes that corrective market forces are already at work in the form of companies like Institutional Shareholder Services that monitor corporate governance and decision-making.     

The Impact of Corporate Governance on Executive Compensation

This paper examines the relationship between the compensation of the top five executives at a set of over 400 publicly listed Canadian firms and various internal and external corporate governance‐related factors. The media is full of stories suggesting a relationship between large executive compensation packages and failures in governance at various levels within organisations, but there exists little formal analysis of many of these relationships. Our analysis provides empirical evidence supporting some of these assertions, refuting others and documenting new relationships. We find that variances in internal governance related to differences across firms in the characteristics of the CEO, compensation committee and board of directors do influence both the level and composition of executive compensation, especially for the CEO. Considering external measures of corporate governance, we find that different types of shareholders and competitive environments impact executive compensation. We do not find that either the internal or external governance characteristics dominate.     

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.     

会计信息可比性与高管薪酬契约有效性

会计信息在高管激励契约中的作用历来是理论与实务中关注的重要问题。本文以2006～2016年我国上市公司为对象,研究会计信息可比性与高管薪酬契约有效性之间的关系,结果发现,会计信息可比性与公司高管薪酬-业绩敏感度之间存在显著正相关关系。与国有企业相比,会计信息可比性对薪酬契约有效性的影响在非国有企业中更为显著。进一步分析发现,会计信息可比性与高管薪酬-业绩敏感度之间的正相关关系在信息复杂程度较高、内部控制质量较差、外部监督较弱的企业中更为显著。总体而言,本文的研究结果表明会计信息可比性特征对薪酬契约有效性具有重要影响。