Research Handbook on Executive Pay

Name: Research Handbook on Executive Pay
Author: Edited by Randall S. Thomas, Jennifer G. Hill

9781781953334 Edward Elgar Publishing

Research Handbooks in Corporate Law and Governance series

Edited by Randall S. Thomas, John S. Beasley II Chair in Law and Business, Director, Law and Business Program, Professor of Management, Owen Graduate School of Management and School of Law, Vanderbilt University, US and Jennifer G. Hill, Bob Baxt AO Chair in Corporate and Commercial Law, Director, Centre for Commercial Law & Regulatory Studies (CLARS), Faculty of Law Monash University, Australia

Publication Date: 2013 ISBN: 978 1 78195 333 4 Extent: 552 pp

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Critical Acclaim

Contributors

Contents

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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, this Handbook will be an essential resource for students, scholars and practitioners of law, finance, business, and accounting.

Critical Acclaim

‘. . . A controversial and endlessly debatable topic on which this book sheds considerable light and is a most welcome commentary. . . Rather than a collection of learned essays gleaned from various academic journals worldwide, the articles contained within this quite fascinating work of reference – all extensively footnoted – have all been specially commissioned by the editors to provide a wealth of informed, up-to-date commentary on the latest contributions to this debate worldwide from top scholars in this field. . . The book does provide copious resources for further research in the form of footnotes, extensive bibliographies at the end of each article and a detailed index at the back. With its global perspective and erudite approach, this book would certainly be an asset to anyone involved professionally or academically in any matters relating to executive pay.’
– Phillip Taylor MBE and Elizabeth Taylor, The Barrister Magazine

Contributors

Contributors: C. Amatucci, R. Bender, S. Bhagat, W. Bratton, S. Chahine, R. Chakrabarti, M.J. Conyon, G. Ferrarini, M. Firth, M. Goergen, B. Haar, L. He, M.T. Henderson, J.G. Hill, K. Kubo, T.Y. Leung, G. Loutzenhiser, M. Lubrano di Scorpaniello, J.A. McCahery, N. Moloney, K.J. Murphy, L. Oxelheim, L. Renneboog, R. Romano, O.M. Rui, Z. Sautner, K. Sheehan, K. Subramanian, R.S. Thomas, S. Thompson, G. Trojanowski, H. Wells, C. Wihlborg, J. Winter, P.K. Yadav, Y. Yadav, J. Zhang

Contents

Contents:

Introduction

PART I: HISTORY AND THEORY
1. The Politics of Pay: A Legislative History of Executive Compensation
Kevin J. Murphy

2. U.S. Executive Compensation in Historical Perspective
Harwell Wells

3. Executive Pay and Corporate Governance Reform in the UK: What Has Been Achieved?
Steve Thompson

4. Governance Codes, Managerial Remuneration and Disciplining in the UK: A History of Governance Reform Failure?
Luc Renneboog and Grzegorz Trojanowski

5. Agency Theory and Incentive Compensation
William Bratton

PART II: THE STRUCTURE OF EXECUTIVE PAY
6. Bankers’ Compensation and Prudential Supervision: The International Principles
Guido Ferrarini

7. Reforming Financial Executives’ Compensation for the Long Term
Sanjai Bhagat and Roberta Romano

8. How to Avoid Compensating the CEO for Luck: The Case of Macroeconomic Fluctuations
Lars Oxelheim, Clas Wihlborg and Jianhua Zhang

9. CEO Compensation and Stock Options in IPO Firms
Salim Chahine and Marc Goergen

10. Corporate Governance Going Astray: Executive Remuneration Built to Fail
Jaap Winter

PART III: CORPORATE GOVERNANCE AND EXECUTIVE COMPENSATION
11. Regulating Executive Remuneration After the Global Financial Crisis: Common Law Perspectives
Jennifer G. Hill

12. Institutional Investor Preferences and Executive Compensation
Joseph A. McCahery and Zacharias Sautner

13. Say on Pay and the Outrage Constraint
Kym Sheehan

14. Taxing Executive Compensation
Glen Loutzenhiser

15. Insider Trading and Executive Compensation: What We Can Learn from the Experience with Rule 10b5-1
M. Todd Henderson

16. Executive Compensation Consultants
Ruth Bender

PART IV: INTERNATIONAL PERSPECTIVES ON EXECUTIVE PAY
17. Lessons from the Rapid Evolution of Executive Remuneration Practices in Australia: Hard Law, Soft Law, Boards and Consultants
Randall S. Thomas

18. Presidents’ Compensation in Japan
Katsuyuki Kubo

19. Top Executive Pay in China
Michael Firth, Tak Yan Leung and Oliver M. Rui

20. Executive Compensation and Pay for Performance in China
Martin J. Conyon and Lerong He

21. Executive Compensation in India
Rajesh Chakrabarti, Krishnamurthy Subramanian, Pradeep K. Yadav and Yesha Yadav

22. The EU and Executive Pay: Managing Harmonization Risks
Niamh Moloney

23. Executive Compensation under German Corporate Law: Reasonableness, Managerial Incentives and Sustainability in Order to Enhance Optimal Contracting and to Limit Managerial Power
Brigitte Haar

24. Director and Executive Compensation Regulations for Italian Listed and Closed Corporations
Carlo Amatucci and Manlio Lubrano di Scorpaniello

Index