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Corporate Governance, Bank Mergers and Executive Compensation

Author

Listed:
  • Yan Liu
  • Carol Padgett
  • Simone Varotto

Abstract

Using a sample of US bank mergers from 1995 to 2012, we observe that the pre‐post merger changes in CEO bonus are significantly negatively related to the strength of corporate governance within the bidding bank. This suggests that bonus compensation is not consistent with the ‘optimal contracting hypothesis’. Salary changes, on the other hand, are not affected by corporate governance which is in line with ‘optimal contracting’. We also find that good governance is associated with more accretive deals for the bidder. Overall, our results are consistent with the notion that, unlike salary and long‐term compensation, bonus compensation is not aligned with value creation and is more vulnerable to CEO manipulation in banks with poor corporate governance. Copyright © 2016 John Wiley & Sons, Ltd.

Suggested Citation

  • Yan Liu & Carol Padgett & Simone Varotto, 2017. "Corporate Governance, Bank Mergers and Executive Compensation," International Journal of Finance & Economics, John Wiley & Sons, Ltd., vol. 22(1), pages 12-29, January.
    • Handle: RePEc:wly:ijfiec:v:22:y:2017:i:1:p:12-29
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    Cited by:

    1. Wei Huang & Hong Zhang & Abhinav Goyal & Jason Laws, 2019. "Internal capital market mergers in weak external market environment: An emerging market evidence," International Journal of Finance & Economics, John Wiley & Sons, Ltd., vol. 24(4), pages 1486-1505, October.
    2. Patrick Hertrampf & Thomas M. Brunner-Kirchmair & Martin R. W. Hiebl & Arnd Wiedemann, 2025. "The Relationship Between CEO Characteristics and Banks’ Risk-Taking: Review and Research Directions [Die Beziehung zwischen CEO-Charakteristika und der Risikobereitschaft von Banken: Literaturüberb," Schmalenbach Journal of Business Research, Springer, vol. 77(1), pages 127-178, March.
    3. Douglas A. Adu & Basil Al‐Najjar & Thitima Sitthipongpanich, 2022. "Executive compensation, environmental performance, and sustainable banking: The moderating effect of governance mechanisms," Business Strategy and the Environment, Wiley Blackwell, vol. 31(4), pages 1439-1463, May.
    4. Amewu, Godfred & Alagidede, Paul, 2019. "Mergers and executive compensation changes: Evidence from African markets," Research in International Business and Finance, Elsevier, vol. 48(C), pages 397-419.
    5. Rexford Attah‐Boakye & Yilmaz Guney & Elvis Hernandez‐Perdomo & Johnathan Mun, 2021. "Why do some merger and acquisitions deals fail? A global perspective," International Journal of Finance & Economics, John Wiley & Sons, Ltd., vol. 26(3), pages 4734-4776, July.
    6. Subhan Ullah & Sardar Ahmad & Saeed Akbar & Devendra Kodwani & Jane Frecknall‐Hughes, 2021. "Governance disclosure quality and market valuation of firms in UK and Germany," International Journal of Finance & Economics, John Wiley & Sons, Ltd., vol. 26(4), pages 5031-5055, October.
    7. Ahmed A. Elamer & Collins G. Ntim & Hussein A. Abdou & Andrews Owusu & Mohamed Elmagrhi & Awad Elsayed Awad Ibrahim, 2021. "Are bank risk disclosures informative? Evidence from debt markets," International Journal of Finance & Economics, John Wiley & Sons, Ltd., vol. 26(1), pages 1270-1298, January.
    8. Adnène Sghaier, 2025. "How Gender Diversity Affects Risk Profiles in Chinese Mergers and Acquisitions," China Finance and Economic Review, De Gruyter, vol. 14(2), pages 87-107.
    9. John K. Malagila & Alaa M. Zalata & Collins G. Ntim & Ahmed A. Elamer, 2021. "Corporate governance and performance in sports organisations: The case of UK premier leagues," International Journal of Finance & Economics, John Wiley & Sons, Ltd., vol. 26(2), pages 2517-2537, April.
    10. Sardar Ahmad & Saeed Akbar & Devendra Kodwani & Anwar Halari & Syed Zubair Shah, 2023. "Compliance or non‐compliance during financial crisis: Does it matter?," International Journal of Finance & Economics, John Wiley & Sons, Ltd., vol. 28(3), pages 2348-2366, July.
    11. Dutta, Shantanu & Officer, Micah S. & Wang, Ruixiang & Zhu, Pengcheng, 2025. "Do “say-on-pay” votes affect M&A decisions?," Journal of Corporate Finance, Elsevier, vol. 91(C).
    12. Chiaramonte, Laura & Dreassi, Alberto & Piserà, Stefano & Khan, Ashraf, 2023. "Mergers and acquisitions in the financial industry: A bibliometric review and future research directions," Research in International Business and Finance, Elsevier, vol. 64(C).
    13. Agyei-Boapeah, Henry & Ntim, Collins G. & Fosu, Samuel, 2019. "Governance structures and the compensation of powerful corporate leaders in financial firms during M&As," Journal of International Accounting, Auditing and Taxation, Elsevier, vol. 37(C).

    More about this item

    JEL classification:

    • G21 - Financial Economics - - Financial Institutions and Services - - - Banks; Other Depository Institutions; Micro Finance Institutions; Mortgages
    • G28 - Financial Economics - - Financial Institutions and Services - - - Government Policy and Regulation
    • G34 - Financial Economics - - Corporate Finance and Governance - - - Mergers; Acquisitions; Restructuring; Corporate Governance

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