CEO任期、董事会治理与绩效强制变更敏感性

本文以2010-2014年我国沪深A股主板上市公司以及在此期间的1341例CEO变更事件为初始研究样本,采用Logit模型和OLS模型研究CEO任期对公司绩效与CEO强制变更敏感性的影响,并从董事会治理视角,进一步说明敏感性发生变化的原因。研究发现,任期是识别CEO能力的重要标识,随着CEO任期逐渐延长,绩效与CEO强制变更的敏感性、以及董事会的监督力度均显著降低,董事会治理机制能够反映股东监督CEO并获取相关信息的需求。     

后股权分置背景下CEO更换与投资者保护:动因及效应研究

以中国后股权分置为背景,从公司业绩角度研究引起CEO变更的原因及其变更的业绩效应和价值效应。实证研究结果显示,亏损及会计收益下降会显著地带来CEO的变更,而盈利企业在业绩下降时CEO变更的敏感性更强。同时发现,CEO变更具有较强的价值效应,能够显著提升公司的市场价值,但对会计业绩的提升作用不明显;对亏损企业来说,其业绩效应和价值效应都非常显著,且远大于盈利企业。     

The Effects of Fraud and Lawsuit Revelation on U.S. Executive Turnover and Compensation

This study investigates the impact of fraud/lawsuit revelation on U.S. top executive turnover and compensation. It also examines potential explanatory variables affecting the executive turnover and compensation among U.S. fraud/lawsuit firms. Four important findings are documented. First, there was significantly higher executive turnover among U.S. firms with fraud/lawsuit revelation in the Wall Street Journal than matched firms without such revelation. Second, although on average, U.S. top executives received an increase in cash compensation after fraud/lawsuit revelation, this increase is smaller than that of matched non-fraud/lawsuit firms. Third, fraud/lawsuit firms were more likely to change top executive when chief executive officer (CEO) was not the board chairman and CEO had been on the board for a short time. Fourth, fraud/lawsuit firms were more likely to reduce their executive cash compensation when profitability was low, firms were involved in fraud, the compensation committee size was small, and the board met more often. These findings indicate that although, in general, U.S. fraud/lawsuits firms did not reduce their executive cash compensation, those involved in fraud were more likely to reduce their executive cash compensation than to change their top executives. The finding, that ethical standards is not a significant factor for U.S. executive turnover nor compensation reduction, suggests that ethics appears to play no part in the board’s decisions, and that U.S. firms may have ethical standards in writing but they do not implement nor enforce the standards.     

中小企业板上市公司高管薪酬现状研究

以2009年披露高管薪酬数据的211家中小企业板上市公司为样本,对高管薪酬现状进行了统计分析。分析结果表明我国中小板上市公司高管薪酬水平偏低,存在明显的地区和行业差异,且行业内部差异较大;高管薪酬差距存在着明显的地区差异;高管持股比例较低,“零持股”现象严重,且存在明显的行业差距。     

Trans-generational renewal as managerial succession: The Behn Meyer story (1840–2000)

Built on a unique partnership principally among three families spanning more than 160 years and four generations, Behn Meyer provides fascinating insights for the study of corporate governance and managerial succession. The company was founded in Singapore in 1840 by two young men from Hamburg, a city renowned for its tradition of merchant houses and entrepreneurship. During both world wars, the British colonial administration in Malaya and Singapore imposed severe restrictions on German-owned concerns. Yet Behn Meyer's ‘resurrection’ after both world wars demonstrates the remarkable resilience of the company and the adaptability of its management practices and culture. Trans-generational continuity in managerial succession remains a major factor in the long-run survival of a firm and this case study of a family enterprise that overcame significant business and political risks provides an informed comparative analysis of managerial succession and entrepreneurship.     

实施经理股票期权制的思考

经理股票期权制是一种长期激励机制 ,实施这种机制有利于吸引和稳定优秀人才 ,调动经营者的积极性。然而平均主义观念 ,市场体系不完善 ,公司治理结构不健全 ,缺乏法律法规的保障等问题的存在 ,制约了经理股票期权的实施。应从建立完善的市场体系、规范的法人治理结构和完善的相关法律法规等方面加以解决     

CEO Incentives and Corporate Social Performance

This paper examines the relationship between CEO incentives and strong and weak corporate social performance. Using the KLD database we find that incentives have no significant relationship with strong social performance. Salary and long-term incentives have a positive association with weak social performance.     

An Examination of the Structure of Executive Compensation and Corporate Social Responsibility: A Canadian Investigation

We explore the extent to which Boards use executive compensation to incite firms to act in accordance with social and environmental objectives (e.g., Johnson, R. and D. Greening: 1999, Academy of Management Journal 42(5), 564–578 ; Kane, E. J.: 2002, Journal of Banking and Finance 26, 1919–1933.). We examine the association between executive compensation and corporate social responsibility (CSR) for 77 Canadian firms using three key components of executives’ compensation structure: salary, bonus, and stock options. Similar to prior research (McGuire, J., S. Dow and K. Argheyd: 2003, Journal of Business Ethics 45(4), 341–359), we measure three different aspects of CSR, which include Total CSR as well as CSR Strengths and CSR Weaknesses. CSR Strengths and CSR Weaknesses capture the positive and negative aspects of CSR, respectively. We find significant positive relationships between: (1) Salary and CSR Weaknesses, (2) Bonus and CSR Strengths, (3) Stock Options and Total CSR; and (4) Stock Options and CSR Strengths. Our findings suggest the importance of the structure of executive compensation in encouraging socially responsible actions, particularly for larger Canadian firms. This in turn suggests that executive compensation can be an effective tool in aligning executives’ welfare with that of the “common good”, which results in more socially responsible firms (Bebchuk, L., J. Fried and D. Walker: 2002, The University of Chicago Law Review 69, 751–846; Zalewski, D.: 2003, Journal of Economic Issues 37(2), 503–509). In addition, our findings suggest the importance of institutional context in influencing the association between executive compensation and CSR. Further implications for practice and research are discussed.Lois. Mahoney is an Assistant Professor at Eastern Michigan University. Her research is focused in the areas of ethics and accounting information systems. She has published in ethics and accounting journals including Journal of Business Ethics, Business Ethics Quarterly, Research on Professional Responsibility and Ethics in Accounting, Information and Organization. Dr. Mahoney has received several research awards, including Best Paper award at the Seventh Symposium on Ethics Research in Accounting. Dr. Mahoney is also actively involved in the American Accounting Association.Linda Thorn is an Associate Professor at York University in Toronto Ontario. Her research focuses on ethical decision making, the ethics of accountants and accounting students and ethical aspects of accounting information. She has published in ethics and accounting journal including among others, Business Ethics Quarterly, Journal of Business Ethics, Contemporary Accounting Research, Behavioral Research in Accounting and Audit: A Journal of Practice in Theory.     

Corporate Social Responsibility and Long-term Compensation: Evidence from Canada

This paper examines the association between long-term compensation and corporate social responsibility (CSR) for 90 publicly traded Canadian firms. Social responsibility is considered to include concerns for social factors and the environment (e.g. Johnson, R. and D. Greening: 1999, Academy of Management Journal 42(5), 564-578; Kane, E. J. (2002, Journal of Banking and Finance 26:, 1919-1933; McGuire, J. et al. 2003, Journal of Business Ethics 45 (4), 341-359). Long-term compensation attempts to focus executives efforts on optimizing the longer term, which should direct their attention to factors traditionally associated with socially responsible executives (Mahapatra, S. 1984, Journal of Financial Economicsit 20, 347-376). As hypothesized, we found a significant relationship between the long-term compensation and total CSR weakness as well as the product/environmental weakness dimension of CSR. In addition, we found a marginally significant relationship between long-term compensation and total corporate responsibility. Our findings are that executives long-term compensation is associated with a firms environmental actions, and that firms that utilize long-term compensation are more likely to mitigate product/environment weaknesses than those that do not. Implications for practice and research are discussed.     

CEO Turnover in Dual-Path Career: An Examination of Followers’ Power

This paper highlights the internecine struggle within the top management team in listed companies in China. Drawing on a power perspective, we longitudinally examine the antecedents of CEO dismissal followed by inside succession in dual-path CEO career. It examines the influence of followers’ power on the dismissal of incumbent CEO and demonstrates the liability of newness and outsiderness, which is strengthened by the power of followers. It also highlights conflicts of interest and competition within the top management team and the joint effects of followers’ power on both the liability of newness and outsiderness.     

Corporate diversification and CEO turnover in family businesses: self-entrenchment or risk reduction?

Our study investigates differences in CEO turnover between focused and diversified firms to determine whether diversification strategies are necessarily associated with governance efficiency in family businesses. We find that large family CEO firms are more likely to engage in corporate diversification than are small non-family CEO firms and their CEOs are seldom replaced. Large family CEO diversified firms also have lower turnover sensitivity relative to focused firms. The results imply that the CEOs of diversified firms have entrenched themselves, thereby increasing agency costs within family businesses. However, we fail to find diversification discounts in family businesses. It is interesting that CEOs tend to diversify their businesses in order to decrease firm risk. Founding families favor risk-reducing decisions in order to maintain family wealth and prestige; suggesting that family businesses are more interested in survival than growth. Although family businesses may benefit from risk reduction, a negative relationship between diversification level and CEO turnover is still evidence of poor corporate governance. Agency theory may not completely account for the adoption of diversification strategies in family businesses and corporate diversification may weaken the effectiveness of internal monitoring mechanisms.

Interim succession: Temporary leadership in the midst of the perfect storm

The corporate governance environment has changed. The rate of CEO successions is naturally trending up, succession planning is in dire need of repair, and boards are under increasing pressure to focus on oversight. This confluence of events creates a ‘perfect storm.’ Within this new environment, interim successions are on the rise. But is it all bad news? This article explores the decision of corporate directors to use temporary chief executive officers (CEOs) and the roles served by these interim leaders. We include a typology of interim CEOs and prescribe the contexts in which organizations can strategically pursue this type of succession. We conclude with a list of recommendations for how boards can most effectively manage interim leadership in the new corporate governance environment.     

CEO变更、继任来源与盈余管理

本文研究CEO变更前后公司盈余管理程度的变化,发现我国上市公司在CEO变更当年进行显著的负向盈余管理,调低利润;在变更次年进行正向盈余管理,调高利润,并进而恢复到变更前一年的水平;其中外部继任在继任当年的负向盈余管理程度更大,而在继任次年的正向盈余管理程度更大;并且来自大股东的外部继任与内部继任企业之间的盈余管理政策类似,但来自经理人市场的外部继任与内部继任企业之间的盈余管理政策有明显差异。     

组织学习、社会资本与公司创业——江苏与广东新兴企业的实证研究

This study examines the roles of organizational learning, social network and corporate entrepreneurship (CE) in Chinese new ventures at different developmental stages. Several conclusions are drawn from structural equation modeling based on a large sample of 676 new ventures. First, most of the recursive positive relationships are supported by data of the overall sample, such as those between radical CE and exploration, incremental CE and exploitation, and strong ties and exploitation. Second, in the sub-samples, we only find support for the recursive positive relationships between radical CE and exploration, and incremental CE and exploitation among all the three subsamples. Third, for new ventures in the early stage, relationships are emphasized concerning incremental CE, strong ties, and exploitation; for new ventures in the middle stage, new relationships concerning weak ties, exploration, and radical CE come into effect and previous ones still have influence; and for new ventures in the late stage, new relationships begin to dominate and old ones evade. Translated and revised from Guanli Kexue Xuebao 管理科学学报 (Journal of Management Science in China), 2008, (6): 61–76     

Corporate Governance Reform and CEO Compensation: Intended and Unintended Consequences

Recent scandals allegedly linked to CEO compensation have brought executive compensation and perquisites to the forefront of debate about constraining executive compensation and reforming the associated corporate governance structure. We briefly describe the structure of executive compensation, and the agency theory framework that has commonly been used to conceptualize executives acting on behalf of shareholders. We detail some criticisms of executive compensation and associated ethical issues, and then discuss what previous research suggests are likely intended and unintended consequences of some widely proposed executive compensation reforms. We explicitly discuss the following recommendations for reform: require greater independence of compensation committees, require executives to hold equity in the corporation, require greater disclosure of executive compensation, increase institutional investor involvement in corporate governance (including executive compensation), and require firms to expense stock options on their income statements. We provide a brief summary discussion of ethical issues related to executive compensation, and describe possible future research.     

我国上市公司治理评价体系的建立

对上市公司治理水平的评价对于监管部门、上市公司本身和投资者都具有重要的意义。文章借鉴国外的经验并结合我国的法律、法规 ,建立了一个由股权结构、股东权利、财务透明性与信息披露和董事会、监事会和经理层的构成及运作等四个子体系组成的上市公司治理评价体系     

管理者权力视角下高管薪酬契约有效性探究

近年来,高管“天价”薪酬及其与企业绩效不相配比的现象层出不穷,薪酬契约机制的激励效用愈发受到质疑。基于此,本文以2013—2017年我国沪深两市的上市企业为研究对象,运用多元回归公式对高管薪酬的有效性进行分析。实证结果表明:丰厚的高管薪酬能够提升企业的绩效水平,但管理者权利会反向调节两者间的正向关系,且相比非国有企业,这种抑制效果在国有性质的企业中更为显著。