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To each according to her luck and power: Optimal corporate governance and compensation policy in a dynamic world

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Thomas H. Noe ()
Michael J. Rebello

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Abstract

We model long-run firm performance, management compensation, and corporate governance in a dynamic, nonstationary world. We show that managerial compensation and governance policies, which, in a single-period context, can best be rationalized by self-serving managerial influence over board policy, are shareholder-wealth maximizing in a dynamic setting. For example, shareholder wealth is maximized by governance policies that tie board deference to generous compensation and link the level of current compensation more to luck than performance. Further, under shareholder-wealth maximizing polices, managerial diversion of firm resources for private consumption is likely to accompany stock price declines which immediately follow sustained price increases and lax board oversight. Unless the the likelihood of a control transfer is large, stock-based managerial compensation may not produce as much shareholder value as simple salary contracts.

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Paper provided by Oxford Financial Research Centre in its series OFRC Working Papers Series with number 2007fe06.

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Length: 69
Date of creation: 2007
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Handle: RePEc:sbs:wpsefe:2007fe06

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Web page: http://www.finance.ox.ac.uk
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Related research
Keywords: governance; institutional design;

Find related papers by JEL classification:
G20 - Financial Economics - - Financial Institutions and Services - - - General
G34 - Financial Economics - - Corporate Finance and Governance - - - Mergers; Acquisitions; Restructuring; Corporate Governance

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References listed on IDEAS
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    Other versions:
  4. Asquith, Paul & Gertner, Robert & Scharfstein, David, 1994. "Anatomy of Financial Distress: An Examination of Junk-Bond Issuers," The Quarterly Journal of Economics, MIT Press, vol. 109(3), pages 625-58, August. [Downloadable!] (restricted)
    Other versions:
  5. Paul A. Gompers & Joy L. Ishii & Andrew Metrick, 2001. "Corporate Governance and Equity Prices," NBER Working Papers 8449, National Bureau of Economic Research, Inc. [Downloadable!] (restricted)
    Other versions:
  6. Marco Pagano & Ailsa Röell, 1998. "The Choice Of Stock Ownership Structure: Agency Costs, Monitoring, And The Decision To Go Public," The Quarterly Journal of Economics, MIT Press, vol. 113(1), pages 187-225, February. [Downloadable!] (restricted)
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  8. Marianne Bertrand & Sendhil Mullainathan, 2000. "Agents with and without Principals," American Economic Review, American Economic Association, vol. 90(2), pages 203-208, May. [Downloadable!] (restricted)
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  10. Alex Edmans & Xavier Gabaix & Augustin Landier, 2007. "A Calibratable Model of Optimal CEO Incentives in Market Equilibrium," NBER Working Papers 13372, National Bureau of Economic Research, Inc. [Downloadable!] (restricted)
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  12. repec:fth:prinin:430 is not listed on IDEAS
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  14. Giannetti, Mariassunta, 2007. "Serial CEO Incentives and the Structure of Managerial Contracts," CEPR Discussion Papers 6422, C.E.P.R. Discussion Papers. [Downloadable!] (restricted)
  15. Murphy, Kevin J., 1999. "Executive compensation," Handbook of Labor Economics, in: O. Ashenfelter & D. Card (ed.), Handbook of Labor Economics, edition 1, volume 3, chapter 38, pages 2485-2563 Elsevier. [Downloadable!] (restricted)
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