Download or read book Pay Without Performance written by Lucian A. Bebchuk and published by Harvard University Press. This book was released on 2004 with total page 308 pages. Available in PDF, EPUB and Kindle. Book excerpt: The company is under-performing, its share price is trailing, and the CEO gets...a multi-million-dollar raise. This story is familiar, for good reason: as this book clearly demonstrates, structural flaws in corporate governance have produced widespread distortions in executive pay. Pay without Performance presents a disconcerting portrait of managers' influence over their own pay--and of a governance system that must fundamentally change if firms are to be managed in the interest of shareholders. Lucian Bebchuk and Jesse Fried demonstrate that corporate boards have persistently failed to negotiate at arm's length with the executives they are meant to oversee. They give a richly detailed account of how pay practices--from option plans to retirement benefits--have decoupled compensation from performance and have camouflaged both the amount and performance-insensitivity of pay. Executives' unwonted influence over their compensation has hurt shareholders by increasing pay levels and, even more importantly, by leading to practices that dilute and distort managers' incentives. This book identifies basic problems with our current reliance on boards as guardians of shareholder interests. And the solution, the authors argue, is not merely to make these boards more independent of executives as recent reforms attempt to do. Rather, boards should also be made more dependent on shareholders by eliminating the arrangements that entrench directors and insulate them from their shareholders. A powerful critique of executive compensation and corporate governance, Pay without Performance points the way to restoring corporate integrity and improving corporate performance.

Download or read book Executive Compensation and Corporate Governance in Financial Firms written by Jeffrey N. Gordon and published by . This book was released on 2014 with total page 18 pages. Available in PDF, EPUB and Kindle. Book excerpt: Unlike the failure of a non-financial firm, the failure of a systemically important financial firm will reduce the value of a diversified shareholder portfolio because of an increased level of systemic risk. Thus diversified shareholders of a financial firm generally internalize systemic risk whereas managerial shareholders and blockholders do not. This means that the governance model drawn from non-financial firms will not fit financial firms. Regulation that limits risk taking by financial firms can thus provide a benefit, rather than necessarily impose a cost, for the typical diversified public shareholder. Managerial shareholding also gives rise to particular problem of the CEO who, despite the increasing precariousness of the firm's position, may be reluctant to pursue equity infusions or to sell the firm because of the consequent dilution of his ownership stake. This might be called the “Fuld problem.” To mitigate excessive risk-taking both in ordinary operations and as the firm approaches financial distress, the paper proposes a new compensation mechanism for senior managers, convertible equity-based pay. Upon certain external triggers, such as a downgrade into a high risk category by regulators or a stock price decline of a particular percentage, such stock-based compensation should convert into subordinated debt, at a valuation discount. This will give managers an incentive to curb excessive risk-taking and in particular to steer the firm away from financial distress.

Download or read book Research Handbook on Executive Pay written by John S. Beasley and published by Edward Elgar Publishing. This book was released on 2012-01-01 with total page 553 pages. Available in PDF, EPUB and Kindle. Book excerpt: Research on executive compensation has exploded in recent years, and this volume of specially commissioned essays brings the reader up-to-date on all of the latest developments in the field. Leading corporate governance scholars from a range of countries set out their views on four main areas of executive compensation: the history and theory of executive compensation, the structure of executive pay, corporate governance and executive compensation, and international perspectives on executive pay. The authors analyze the two dominant theoretical approaches – managerial power theory and optimal contracting theory – and examine their impact on executive pay levels and the practices of concentrated and dispersed share ownership in corporations. The effectiveness of government regulation of executive pay and international executive pay practices in Australia, the US, Europe, China, India and Japan are also discussed. A timely study of a controversial topic, the Handbook will be an essential resource for students, scholars and practitioners of law, finance, business and accounting.

Download or read book Executive Compensation and Earnings Management Under Moral Hazard written by Bo Sun and published by DIANE Publishing. This book was released on 2010-08 with total page 33 pages. Available in PDF, EPUB and Kindle. Book excerpt: Analyzes executive compensation in a setting where managers may take a costly action to manipulate corporate performance, and whether managers do so is stochastic. Examines how the opportunity to manipulate affects the optimal pay contract, and establishes necessary and sufficient conditions under which earnings management occurs. The author¿s model provides a set of implications on the role earnings management plays in driving the time-series and cross-sectional variation of executive compensation. In addition, the model's predictions regarding the changes of earnings management and executive pay in response to corporate governance legislation are consistent with empirical observations. Charts and tables.

Download or read book U S Corporate Governance written by Donald H. Chew and published by Columbia University Press. This book was released on 2009-09-22 with total page 385 pages. Available in PDF, EPUB and Kindle. Book excerpt: Corporate governance constitutes the internal and external institutions, markets, policies, and processes designed to help companies maximize their efficiency and value. In this collection of classic and current articles from the Journal of Applied Corporate Finance, thought leaders such as Michael Jensen and Robert Monks discuss the corporate mission of value maximization and the accomplishments and limitations of U.S. governance in achieving that end. They address the elements driving corporate value: the board of directors, compensation for CEOs and other employees, incentives and organizational structure, external ownership and control, role of markets, and financial reporting. They evaluate best practice methods, challenges in designing equity plans, the controversy over executive compensation, the values of decentralization, identifying and attracting the "right" investors, the evolution of shareholder activism, creating value through mergers and acquisitions, and the benefits of just saying no to Wall Street's "earnings game." Grounded in solid research and practice, U.S. Corporate Governance is a crucial companion for navigating the world of modern finance.

Download or read book Executive Compensation and Shareholder Value written by Jennifer Carpenter and published by Springer Science & Business Media. This book was released on 2013-04-17 with total page 159 pages. Available in PDF, EPUB and Kindle. Book excerpt: Executive compensation has gained widespread public attention in recent years, with the pay of top U.S. executives reaching unprecedented levels compared either with past levels, with the remuneration of top executives in other countries, or with the wages and salaries of typical employees. The extraordinary levels of executive compensation have been achieved at a time when U.S. public companies have realized substantial gains in stock market value. Many have cited this as evidence that U.S. executive compensation works well, rewarding managers who make difficult decisions that lead to higher shareholder values, while others have argued that the overly generous salaries and benefits bear little relation to company performance. Recent conceptual and empirical research permits for the first time a truly rigorous debate on these and related issues, which is the subject of this volume.

Download or read book Executive Compensation Best Practices written by Frederick D. Lipman and published by John Wiley & Sons. This book was released on 2008-06-27 with total page 336 pages. Available in PDF, EPUB and Kindle. Book excerpt: Executive Compensation Best Practices demystifies the topic of executive compensation, with a hands-on guide providing comprehensive compensation guidance for all members of the board. Essential reading for board members, CEOs, and senior human resources leaders from companies of every size, this book is the most authoritative reference on executive compensation.

Download or read book Handbook on Corporate Governance in Financial Institutions written by Christine A. Mallin and published by Edward Elgar Publishing. This book was released on 2016-05-27 with total page 295 pages. Available in PDF, EPUB and Kindle. Book excerpt: The global financial crisis has led to more and more focus on corporate governance and financial institutions. There has been much coverage in the media about various corporate governance related issues in banks and other financial institutions, such as executive directors' remuneration and bankers' bonuses, board composition and board diversity. This book, dedicated to the corporate governance of banks and other financial institutions, makes a timely and accessible contribution to the literature in this area. The contributors are experts in their field with in-depth knowledge of the various countries including Italy, the UK, Germany, the US, China, Japan, Brazil, Russia, Australia and Nigeria, plus a chapter on Islamic financial institutions, covered in this book. Overall, the engagingly written chapters highlight many of the shortcomings of corporate governance which have led to financial scandals, whilst indicating areas where corporate governance can be strengthened and improved. Adding depth and accessibility to existing corporate governance books, this Handbook is ideal as a teaching and learning tool for undergraduate and postgraduate students. For directors and the general business and wider stakeholder communities concerned with corporate governance, it is an essential resource. Contributors:C.L. Ahmadjian, K.-J. Chang, M.J. Conyon, F. Cuomo, H. Farag, L. He, H.-Y Liang, I. Love, C.A. Mallin, C. Ogbechie, B. Okhunjanov, G. Pearson, S. Prigge, R.F. Schiozer, O.K. Tam, P.R.S. Terra, A. Zattoni

Download or read book Corporate Governance and Executive Compensation written by United States. Congress. Senate. Committee on Finance and published by . This book was released on 2002 with total page 176 pages. Available in PDF, EPUB and Kindle. Book excerpt:

Download or read book Pay without Performance written by Lucian Bebchuk and published by Harvard University Press. This book was released on 2006-09-30 with total page 293 pages. Available in PDF, EPUB and Kindle. Book excerpt: The company is under-performing, its share price is trailing, and the CEO gets...a multi-million-dollar raise. This story is familiar, for good reason: as this book clearly demonstrates, structural flaws in corporate governance have produced widespread distortions in executive pay. Pay without Performance presents a disconcerting portrait of managers' influence over their own pay--and of a governance system that must fundamentally change if firms are to be managed in the interest of shareholders. Lucian Bebchuk and Jesse Fried demonstrate that corporate boards have persistently failed to negotiate at arm's length with the executives they are meant to oversee. They give a richly detailed account of how pay practices--from option plans to retirement benefits--have decoupled compensation from performance and have camouflaged both the amount and performance-insensitivity of pay. Executives' unwonted influence over their compensation has hurt shareholders by increasing pay levels and, even more importantly, by leading to practices that dilute and distort managers' incentives. This book identifies basic problems with our current reliance on boards as guardians of shareholder interests. And the solution, the authors argue, is not merely to make these boards more independent of executives as recent reforms attempt to do. Rather, boards should also be made more dependent on shareholders by eliminating the arrangements that entrench directors and insulate them from their shareholders. A powerful critique of executive compensation and corporate governance, Pay without Performance points the way to restoring corporate integrity and improving corporate performance.

Download or read book Executive Compensation in Imperfect Financial Markets written by Jay Cullen and published by Edward Elgar Publishing. This book was released on 2014-10-23 with total page 259 pages. Available in PDF, EPUB and Kindle. Book excerpt: This important book discusses the issue of executive compensation in Anglo-American financial markets following the financial crisis. The book begins by contextualizing the problem facing financial institutions in the US and the UK and argues that appr

Download or read book Corporate Governance written by Sabri Boubaker and published by Springer Science & Business Media. This book was released on 2012-12-18 with total page 445 pages. Available in PDF, EPUB and Kindle. Book excerpt: The current crisis has rocked the financial system worldwide and has cast doubt on the effectiveness of the existing regulatory regime. Thousands of firms have gone bankrupt and many financial institutions were bailed out by governments. The effects of the crisis have shaken emerging and developing markets alike and have not spared neither small nor large businesses. Many scholars and practitioners attribute the roots of the crisis to failures and weaknesses in the way corporate governance has been practiced since the mid-1990s. Lax board oversight of top management, short-termism and self-interested behavior have been fingered as the culprits behind recent financial turmoil. This book highlights the recent developments and new trends in corporate governance. The eighteen chapters, written by leading academics and experts, can assist corporate executives, governance bodies, investors, market regulators, and policymakers in having a global picture of major corporate governance issues. This book highlights the recent developments and new trends in corporate governance. The eighteen chapters, written by leading academics and experts, can assist corporate executives, governance bodies, investors, market regulators, and policymakers in having a global picture of major corporate governance issues.

Download or read book Mergers and Acquisitions and Executive Compensation written by Virginia Bodolica and published by Routledge. This book was released on 2015-06-26 with total page 262 pages. Available in PDF, EPUB and Kindle. Book excerpt: Over the past decades, the total value of executive compensation packages has been rising dramatically, contributing to a wider pay gap between the chief executive officer and the average worker. In the midst of the financial turmoil that brought about a massive wave of corporate failures, the lavish executive compensation package has come under an intense spotlight. Public pressure has mounted to revise the levels and the structure of executive pay in a way that will tie more closely the executive wealth to that of shareholders. Merger and acquisition (M&A) activities represent an opportune setting for gauging whether shareholder value creation or managerial opportunism guides executive compensation. M&As constitute major examples of high-profile events prompted by managers who typically conceive them as a means for achieving higher levels of pay, even though they are frequently associated with disappointing returns to acquiring shareholders. Mergers and Acquisitions and Executive Compensation reviews the existing empirical evidence and provides an integrative framework for the growing body of literature that is situated at the intersection of two highly debated topics: M&A activities and executive compensation. The proposed framework structures the literature along two dimensions, such as M&A phases and firm’s role in a M&A deal, allowing readers to identify three main streams of research and five different conceptualizations of causal relationships between M&A transactions and executive compensation. The book makes a comprehensive review of empirical studies conducted to date, aiming to shed more light on the current and emerging knowledge in this field of investigation, discuss the inconsistencies encountered within each stream of research, and suggest promising directions for further exploration. This book will appeal to researchers and students alike in the fields of organizational behavior and governance as well as accounting and accountability.

Download or read book The Theory and Practice of Directors Remuneration written by Alexander Kostyuk and published by Emerald Group Publishing. This book was released on 2016-01-06 with total page 299 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book argues for a correct balance between risk and reward and for Directors' remuneration to be equitable to all parties and stakeholders. By examining the current theories, practices and regulations and explaining them in detail it provides a state of the art overview of one of the key corporate governance issues of our time.

Download or read book Executive Defense written by Michael Useem and published by Harvard University Press. This book was released on 1993 with total page 322 pages. Available in PDF, EPUB and Kindle. Book excerpt: A quiet revolution came to corporate America during the late 1980s and early 1990s. Large shareholders - pension funds, insurance companies, money managers, and commercial banks - exercised new-found muscle, pressuring senior managers to improve disappointing financial results by reshaping their organizations. Michael Useem reveals how those investor pressures have transformed the inside structures of many corporations, better aligning them with shareholder interests. Useem draws on numerous sources, including interviews with senior managers and intensive studies of seven large corporations representing a range of restructuring experiences and industries - including pharmaceuticals, transportation, chemicals, retailing, and financial services. He shows that organizational changes have affected many areas of corporate life: headquarters staffs have been reduced, authority has filtered down to operating units, and compensation has become more closely tied to performance. Change also extends to corporate governance, where managers have fought back by seeking legal safeguards against takeovers and by staggering board terms. They've also put significant resources into building more effective relations with shareholders. As Useem demonstrates, this revolution has reached beyond the corporation, influencing American politics and law. As increasing ownership concentration has caused companies to focus more attention on shareholders, corporate political agendas have shifted from fighting government regulation to resisting shareholder intrusion. This book will be important reading for managers, economists, lawyers, financial analysts, and all observers of American business.

Download or read book Global Corporate Governance written by Kose John and published by Emerald Group Publishing. This book was released on 2017-04-05 with total page 264 pages. Available in PDF, EPUB and Kindle. Book excerpt: Advances in Financial Economics Vol 19 is peer reviewed and focusses on International Corporate Governance.

Download or read book Corporate Governance written by E. Banks and published by Springer. This book was released on 2003-11-25 with total page 510 pages. Available in PDF, EPUB and Kindle. Book excerpt: Corporate Governance is a text which considers the problems surrounding governance and proposes solutions to help restore investor confidence in the corporate world. The book is intended for board members, corporate executives, regulators, auditors, creditors and analysts seeking a concise analysis of the governance issues facing financial and non-financial corporations round the world. The book is fully international in context and includes real-life examples and cases to emphasize the practical nature of governance problems and solutions.