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Corporate Governance: Compensation of Executive & Directors eJournal最新文献

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Subjective CEO Pay and Long-Term Incentives 主观CEO薪酬与长期激励
Corporate Governance: Compensation of Executive & Directors eJournal Pub Date : 2019-11-08 DOI: 10.2139/ssrn.3314100
Fangyuan Ma
{"title":"Subjective CEO Pay and Long-Term Incentives","authors":"Fangyuan Ma","doi":"10.2139/ssrn.3314100","DOIUrl":"https://doi.org/10.2139/ssrn.3314100","url":null,"abstract":"I find that corporate boards frequently link CEO compensation to subjective performance measures that are neither accounting ratios nor stock returns. Subjective measurement incorporates soft information privately observed by the board about the CEO’s contribution to long-term firm value. I show that when shareholders’ investment horizon is longer, there is a larger fraction of CEO compensation based on subjectivity, consistent with optimal contracting. Moreover, subjective compensation is more relevant for maintaining long-term incentives when the other compensation components are temporarily dysfunctional, such as during periods when there is large vesting of equity awards. In particular, while large vesting of equity awards creates the distortionary incentive for CEOs to reduce investment growth, such adverse effect is significantly attenuated by subjective compensation.","PeriodicalId":279731,"journal":{"name":"Corporate Governance: Compensation of Executive & Directors eJournal","volume":"32 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2019-11-08","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"124863936","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
引用次数: 1
Are Earnings Forecasts Informed by Proxy Statement Compensation Disclosures? 代理委托书的薪酬披露是否为盈利预测提供了依据?
Corporate Governance: Compensation of Executive & Directors eJournal Pub Date : 2019-08-13 DOI: 10.2139/ssrn.3224578
Stephannie A. Larocque, Melissa A. Martin, Beverly R. Walther
{"title":"Are Earnings Forecasts Informed by Proxy Statement Compensation Disclosures?","authors":"Stephannie A. Larocque, Melissa A. Martin, Beverly R. Walther","doi":"10.2139/ssrn.3224578","DOIUrl":"https://doi.org/10.2139/ssrn.3224578","url":null,"abstract":"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.","PeriodicalId":279731,"journal":{"name":"Corporate Governance: Compensation of Executive & Directors eJournal","volume":"31 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2019-08-13","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"115391811","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
引用次数: 3
Dual Ownership and Risk-taking Incentives in Managerial Compensation 管理层薪酬中的双重所有权和风险激励
Corporate Governance: Compensation of Executive & Directors eJournal Pub Date : 2019-07-26 DOI: 10.2139/ssrn.3427030
Tao Chen, Li Zhang, Qifei Zhu
{"title":"Dual Ownership and Risk-taking Incentives in Managerial Compensation","authors":"Tao Chen, Li Zhang, Qifei Zhu","doi":"10.2139/ssrn.3427030","DOIUrl":"https://doi.org/10.2139/ssrn.3427030","url":null,"abstract":"\u0000 This paper studies how the three-way interaction among shareholders, creditors, and managers shapes firms’ executive compensation. Firms with a higher ownership share by “dual holders” – institutional investors that simultaneously hold equity and bond of the company—adopt a less risk-inducing compensation structure: less stock options and more inside debt. Exploiting financial institution mergers that increase or decrease dual ownership for portfolio companies, we identify a causal link between dual ownership and CEO compensation policies. Mutual fund proxy voting data suggest that shareholder voting is an important channel for dual holders to implement less convex contracts.","PeriodicalId":279731,"journal":{"name":"Corporate Governance: Compensation of Executive & Directors eJournal","volume":"63 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2019-07-26","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"128182289","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
引用次数: 9
Why Do Firms Use Equity-based Pay? Managerial Compensation and Stock Price Informativeness 为什么公司采用基于股权的薪酬?管理层薪酬与股价信息
Corporate Governance: Compensation of Executive & Directors eJournal Pub Date : 2019-05-02 DOI: 10.2139/ssrn.3125875
Benjamin Bennett, G. Garvey, Todd Milbourn, Zexi Wang
{"title":"Why Do Firms Use Equity-based Pay? Managerial Compensation and Stock Price Informativeness","authors":"Benjamin Bennett, G. Garvey, Todd Milbourn, Zexi Wang","doi":"10.2139/ssrn.3125875","DOIUrl":"https://doi.org/10.2139/ssrn.3125875","url":null,"abstract":"We study the motive of using equity-based pay in executive compensation: the risk-sharing motive versus the performance-measuring motive. The empirical design goes through the relationship between equity-based pay and stock price informativeness (SPI). We find equity-based pay decreases in SPI, which is consistent with the risk-sharing motive but inconsistent with the performance-measuring motive. The SPI effect on compensation is stronger in financially-constrained firms, more diversified firms, and firms with less product market competition. SPI increases pay efficiency through a larger proportion of option pay, fewer perquisites, and greater pay-for-skill. We address potential endogeneity concerns by investigating the changes in compensation of managers switching between firms with different SPI.","PeriodicalId":279731,"journal":{"name":"Corporate Governance: Compensation of Executive & Directors eJournal","volume":"47 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2019-05-02","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"128010739","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
引用次数: 4
Delegated Monitoring and Contracting 委托监察及合约
Corporate Governance: Compensation of Executive & Directors eJournal Pub Date : 2019-01-09 DOI: 10.2139/ssrn.3175528
S. Gryglewicz, S. Mayer
{"title":"Delegated Monitoring and Contracting","authors":"S. Gryglewicz, S. Mayer","doi":"10.2139/ssrn.3175528","DOIUrl":"https://doi.org/10.2139/ssrn.3175528","url":null,"abstract":"In a dynamic agency model, investors finance a firm run by an agent while delegating monitoring and contracting with the agent to an intermediary. The intermediary passes through part of its incentives to the agent. After good performance, the agent's incentives create an agency overhang problem, that is, the reduced incentives of the intermediary for monitoring because its benefit accrues mostly to the agent. Conversely, after poor performance, the agent's incentives generate incentives for monitoring to avoid further distress. Investors can benefit from directly contracting with the agent to prevent propagating agency conflicts between the agent and the intermediary.","PeriodicalId":279731,"journal":{"name":"Corporate Governance: Compensation of Executive & Directors eJournal","volume":"237 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2019-01-09","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"114398403","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
引用次数: 9
Board Gender Diversity, Family-Connected Directors and Firm Value 董事会性别多样性、家族关联董事和公司价值
Corporate Governance: Compensation of Executive & Directors eJournal Pub Date : 2018-09-01 DOI: 10.2139/ssrn.3248279
Sudheer Reddy, M. Veeraraghavan, A. Jadhav
{"title":"Board Gender Diversity, Family-Connected Directors and Firm Value","authors":"Sudheer Reddy, M. Veeraraghavan, A. Jadhav","doi":"10.2139/ssrn.3248279","DOIUrl":"https://doi.org/10.2139/ssrn.3248279","url":null,"abstract":"The problem that plagues Indian family-controlled firms is expropriation of minority shareholders by majority shareholders. Gender quota legislation that mandates appointment of at least one female director without specifying the director type as “independent” exacerbates this principal-principal agency problem. This study investigates the effect of family-connected female directors on the performance of family-controlled firms. Using a large sample of 978 publicly listed Indian firms spanning the period 2013-2016, we find some novel results. First, we show that the presence of family-connected female directors has a negative impact on firm performance. Second, we show that the presence of independent female directors has a positive impact on firm performance. We also show a positive association between board gender diversity and firm performance. In additional analysis, we find that the increasing presence of family-connected directors has a negative impact. Taken together, our findings contribute to the growing literature on board gender diversity, especially in emerging markets where boards are perceived to be ineffective monitors.","PeriodicalId":279731,"journal":{"name":"Corporate Governance: Compensation of Executive & Directors eJournal","volume":"84 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2018-09-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"129232915","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
引用次数: 1
Executive Stock Option Vesting Conditions, Corporate Governance and CEO Attributes: Evidence from Australia 高管股票期权归属条件、公司治理与CEO属性:来自澳大利亚的证据
Corporate Governance: Compensation of Executive & Directors eJournal Pub Date : 2018-06-01 DOI: 10.1111/acfi.12223
Xin Qu, Majella Percy, J. Stewart, Fang Hu
{"title":"Executive Stock Option Vesting Conditions, Corporate Governance and CEO Attributes: Evidence from Australia","authors":"Xin Qu, Majella Percy, J. Stewart, Fang Hu","doi":"10.1111/acfi.12223","DOIUrl":"https://doi.org/10.1111/acfi.12223","url":null,"abstract":"We investigate the association between executive stock option (ESO) vesting conditions, corporate governance and CEO attributes. Using observations from the 250 largest Australian firms, we find that stronger corporate governance is positively associated with the length of the vesting period and the use of performance hurdles. We also find that when CEOs approach retirement, firms are more likely to grant longer time‐vesting options but are less likely to impose performance hurdles. Further, more powerful CEOs appear to influence the granting of ESOs with less restrictive vesting conditions. Our findings suggest that both corporate governance and CEO attributes significantly shape the design of ESOs.","PeriodicalId":279731,"journal":{"name":"Corporate Governance: Compensation of Executive & Directors eJournal","volume":"46 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2018-06-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"126843414","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
引用次数: 16
CEO Horizon, Optimal Pay Duration, and the Escalation of Short-Termism CEO视界、最优薪酬期限与短期主义的升级
Corporate Governance: Compensation of Executive & Directors eJournal Pub Date : 2018-04-13 DOI: 10.2139/ssrn.3308188
I. Marinovic, Felipe Varas
{"title":"CEO Horizon, Optimal Pay Duration, and the Escalation of Short-Termism","authors":"I. Marinovic, Felipe Varas","doi":"10.2139/ssrn.3308188","DOIUrl":"https://doi.org/10.2139/ssrn.3308188","url":null,"abstract":"This paper studies optimal CEO contracts when managers manipulate their performance measure, sometimes at the expense of firm value. Optimal contracts defer compensation. The manager’s incentives vest over time at an increasing rate, and compensation becomes increasingly sensitive to short-term performance. This process generates an endogenous CEO horizon problem whereby managers intensify performance manipulation in their final years in office. Contracts are designed to foster effort while minimizing the adverse effects of manipulation. We characterize the optimal mix of short- and long-term compensation along the manager’s tenure, the optimal vesting period of incentive pay, and the resulting dynamics of managerial short-termism over the CEO’s tenure. Our paper provides a rationale for issuing stock awards with performance-based vesting provisions, a practice increasingly adopted by U.S. firms.","PeriodicalId":279731,"journal":{"name":"Corporate Governance: Compensation of Executive & Directors eJournal","volume":"53 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2018-04-13","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"127688197","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
引用次数: 1
Learning about the Details in CEO Compensation 了解CEO薪酬的细节
Corporate Governance: Compensation of Executive & Directors eJournal Pub Date : 2018-03-22 DOI: 10.2139/ssrn.3069824
Shuting Hu
{"title":"Learning about the Details in CEO Compensation","authors":"Shuting Hu","doi":"10.2139/ssrn.3069824","DOIUrl":"https://doi.org/10.2139/ssrn.3069824","url":null,"abstract":"I document the richness of CEO compensation packages and show that boards learn about the desirability of the many complex package features through observing how these features are associated with firm performance. I first capture the detailed features of plan-based awards for CEOs of the largest U.S. public firms in a vector with more than 1,300 elements. I then demonstrate the complexity of boards' decisions on adding and dropping the detailed features. I hypothesize that boards learn about the efficacy of complex features by observing their correlation with performance—both at their own firms and at other firms. To test these hypotheses, I measure the similarity between any two compensation packages using a metric that assigns a shorter distance to more similar packages. My results support my learning hypotheses: firms that perform well in the current year award similar packages to their CEOs in the following year, whereas firms that perform poorly significantly change their packages in the following year; moreover, firms adjust their own CEO compensation packages to be more similar to that of well-performing firms, and less similar to that of poorly performing firms. These results hold after controlling for the effects from compensation peer firms, compensation-consultant sharing firms, board interlocking firms, and product market peers. I further show that a focal firm experiences better performance when its CEO compensation package becomes more similar to those used by its well-performing compensation benchmark firms. This paper demonstrates the importance of capturing the multi-dimensional details of CEO plan-based awards and studying changes in compensation packages in a holistic manner.","PeriodicalId":279731,"journal":{"name":"Corporate Governance: Compensation of Executive & Directors eJournal","volume":"89 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2018-03-22","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"133508396","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
引用次数: 1
The Dark Side of Individual Blockholder Philanthropy 个人股东慈善事业的阴暗面
Corporate Governance: Compensation of Executive & Directors eJournal Pub Date : 2018-02-01 DOI: 10.2139/SSRN.2874060
Thomas D. Shohfi, Roger M. White
{"title":"The Dark Side of Individual Blockholder Philanthropy","authors":"Thomas D. Shohfi, Roger M. White","doi":"10.2139/SSRN.2874060","DOIUrl":"https://doi.org/10.2139/SSRN.2874060","url":null,"abstract":"We examine the market reaction to charitable pledges by blockholders of public firms. Experimental research suggests that such charity brings benefits, as counterparties grant preferential terms when contracting with philanthropic principals. However, these studies abstract from potential agency problems that could arise if a blockholder’s philanthropy signals a weakening preference for wealth maximization (and is indicative of distraction or relaxed monitoring). We find that these agency costs overwhelm any benefits and are most severe where monitoring needs are high and blockholder monitoring is thought to be strict.","PeriodicalId":279731,"journal":{"name":"Corporate Governance: Compensation of Executive & Directors eJournal","volume":"47 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2018-02-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"131179938","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
引用次数: 1
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