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Performance pay, CEO dismissal, and the dual role of takeovers

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  • Burkart, Mike
  • Raff, Konrad

Abstract

We propose that an active takeover market provides incentives by offering acquisition opportunities to successful managers. This allows firms to reduce performance-based compensation and can rationalize loss-making acquisitions. At the same time, takeovers remain a substitute for board dismissal in the replacement of poorly performing managers. The joint impact of the two mechanisms on managerial turnover is, however, multi-faceted: In firms with strong boards, turnover and performance-based pay are non-monotonic in the intensity of the takeover threat. In firms with weak boards, turnover (performance-based pay) increases (decreases) with the intensity of the takeover threat. When choosing its acquisition policy and the quality of its board, each firm ignores the adverse effect on other firms' acquisition opportunities and takeover threat. As a result, the takeover market is not sufficiently liquid and too few takeovers occur.

Suggested Citation

  • Burkart, Mike & Raff, Konrad, 2011. "Performance pay, CEO dismissal, and the dual role of takeovers," LSE Research Online Documents on Economics 119058, London School of Economics and Political Science, LSE Library.
    • Handle: RePEc:ehl:lserod:119058
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    References listed on IDEAS

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    More about this item

    Keywords

    takeover; board interference; CEO turnover; compensation;
    All these keywords.

    JEL classification:

    • G34 - Financial Economics - - Corporate Finance and Governance - - - Mergers; Acquisitions; Restructuring; Corporate Governance
    • J33 - Labor and Demographic Economics - - Wages, Compensation, and Labor Costs - - - Compensation Packages; Payment Methods
    • J63 - Labor and Demographic Economics - - Mobility, Unemployment, Vacancies, and Immigrant Workers - - - Turnover; Vacancies; Layoffs

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