Remuneration and Riots: Rethinking Corporate-Governance Reform in the Age of Entitlement

A. Dignam
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引用次数: 5

Abstract

The question this paper addresses is whether the corporate-governance reforms of the past 30 years have actually made our elite-remuneration problems worse. This article posits that, over time, corporate-governance initiatives have created a regulatory edifice that has neutered executives and distanced shareholders from important internal governance matters, such as remuneration, while at the same time considering disclosure of elite salaries a legitimising tool in itself. In the public sector, the mimicking of private-sector agency-cost-reducing norms and transparency initiatives has had a similar accelerating effect on the salaries of the elite. The price of this edifice in all sectors has been high elite pay, as neutered executives and public servants have sought out remuneration as a proxy for power, prestige and service. In turn, there has been a steady increase in public awareness of and unhappiness about elite remuneration. The paper concludes that the answer lies in giving executives and public servants back their discretionary power to manage, by removing many agency-cost-reducing initiatives. Real solutions are likely to be found by: ending quarterly financial disclosure; exempting public-sector salaries from Freedom of Information (FOI) requests; ceasing to use performance-related targets; reducing the influence of Non-Executive Directors (NED); increasing the cost of exit for shareholders; allowing boards to use their powers to defend takeovers; utilising average-pay ratios and employee say-on-pay rights; and removing remuneration-disclosure requirements.
薪酬与暴动:权利时代公司治理改革的再思考
本文要解决的问题是,过去30年的公司治理改革是否真的让我们的精英薪酬问题变得更糟了。这篇文章假设,随着时间的推移,公司治理的主动性创造了一个监管大厦,使高管和股东远离重要的内部治理事务,如薪酬,同时将披露精英薪酬本身视为一种合法化的工具。在公共部门,模仿私营部门降低代理成本的规范和透明度举措,对精英阶层的工资产生了类似的加速效应。在所有领域,这幢大厦的代价都是精英的高薪,因为被阉割的高管和公务员都把薪酬作为权力、声望和服务的代表。反过来,公众对精英薪酬的认识和不满也在稳步上升。这篇论文的结论是,答案在于通过取消许多降低机构成本的举措,让高管和公务员重新拥有管理的自由裁量权。真正的解决办法可能是:结束季度财务披露;公共部门的工资不受信息自由(FOI)要求的约束;停止使用绩效指标;减少非执行董事(NED)的影响力;增加股东退出成本;允许董事会使用他们的权力来捍卫收购;利用平均薪酬比率和雇员对薪酬的发言权;取消薪酬披露要求。
本文章由计算机程序翻译,如有差异,请以英文原文为准。
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