薪酬管理外文翻译--薪酬为效益而支付?政府章程和薪酬之间的关系(编辑修改稿)内容摘要:

e pensation and a proposed Senate bill on shareholder rights and CEO pensation. In addition, Congress never intended for Section 162(m) to be a revenueraising provision, but instead Congress hoped to change corporate When adopting 162(m), the House Ways and Means Committee stated the congressional intent in the following way: Recently, the amount of pensation received by corporate executives has been the subject of scrutiny and criticism. The mittee believes that excessive pensation will be reduced if the deduction for pensation (other than performancebased pensation) paid to the top executives of publicly held corporations is limited to $1 million per Changing behavior could mean that the changes have led to real economic effects or that the pensation contracts are cosmetically different but that the economic effects are unchanged. Miller and Scholes (1982) examine the influence of personal taxes on pensation contracts and argue that some pensation plans are taxadvantageous schemes because they defer payments for employees in tax brackets that are higher than the corporation39。 s tax bracket, therefore implying that personal taxes at the very least have a cosmetic effect on the design of pensation contracts. Hite and Long (1982) and Goolsbe (2020) also highlight how changes in tax laws can affect pensation policy. In this paper, we examine whether the enhanced disclosure rules and 162(m) have actually changed pensation behavior. First, we identify firms from the ExecuComp database that are likely to be affected by the regulations and 162(m), henceforth generically called milliondollar firms. We define three variables to identify the milliondollar firms. The first variable is equal to one if the CEO39。 s salary is more than one million dollars in the prior year, and is equal to the prior year39。 s salary divided by one million dollars if the prior year39。 s salary is less than one million dollars. Hall and Liebman (2020) use a similar definition to identify firms likely to be affected by 162(m). The second variable is an indicator variable equal to one if the firm39。 s CEO earns a salary that is larger than $900,000 in the prior year, and zero otherwise. With this variable, we intend to capture the firms that are already subject to the 162(m) limitation and the firms that are getting close enough to this benchmark to be concerned about loss of deductibility. Third, we define an indicator variable equal to one for firms with CEOs earning annual cash pensation (including salary and bonus) of more than one million dollars at least once over the 1992–1997 period. This broad definition includes about half of the firms in our sample suggesting that 162(m) is relevant for many firms. Overall, our results are qualitatively similar using the three definitions. To examine whether and how these regulations influenced CEO pensation, we test five propositions which we formulate in our later sections. Our main findings are as follows: (1) Real pensation levels have increased dramatically in the period following the enactment of 162(m), in contrast to the stated intentions of Congress. Although rising stock option grants contribute greatly to these increases, all pensation ponents have increased in real terms and there is no evidence that the growth rates of the various ponents of pensation have declined after 1993. (2) Controlling for performance, salary growth has actually increased after 1993, but the growth rate is significantly smaller for firms near or above the milliondollar threshold. (3) For a subset of firms that reduce salaries to a level at or below one million dollars, we find that firms reduce salaries in response to 162(m). At the same time, these salary reductions do not typically lead to lower total pensation for the CEOs of these firms. (4) For all firms and especially those firms affected by 162(m), we find an increase in the sensitivity of bonus payments and total pensation to contemporaneous and lagged stock performance after 1993. This increased sensitivity of pensation to stock returns is not due to the mechanical increase in stock option values when the stock market is rising. (5) The performance sensitive ponents of pensation, especially stock option grants, have bee much larger ponents of total pensation following 1993. Overall, these results suggest that pensation mittees have taken 162(m) into account by modifying the structure of pensation contracts. Additional analysis of the changes in firmspecific CEO wealth and pensation suggests that these changes have also had a significant economic impact beyond annual pensation flows determined by the board of directors. In the first part of our paper, we emphasize annual pay, defined as the annual flows of cash pensation and option and restricted stock grants. In the context of the regulations, it is important to analyze this annual flow because: (1) the pensation mittee of the board of directors has a direct influence over this annual flow to the CEO。 (2) shareholder activists, the press, regulators, and many previous academic studies have focused on the annual pay of CEOs and not on changes in the value of CEO equity holdings。 and (3) the regulations were directly targeting this annual flow, especially cash pensation. We recognize, however, as documented by Jensen and Murphy (1990) and Hall and Liebman (1998), that the explicit relation between CEO stock and option holdings and shareholder wealth provides most of the CEO incentives and we focus on this aspect in the second part of the paper. We follow Hall and Liebman by examining three measures of panyrelated CEO wealth changes and find that the sensitivity of CEO wealth to shareholder wealth is higher than the one reported by Jensen and Murphy for the 1970s and 1980s. For instance, using the Jens。
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