CEO合同设计:强势委托人如何操作?

CEO contract design: How do strong principals do it?

Journal of Financial Economics · 2013
被引 63
人大 AFT50UTD24ABS 4*

中文导读

研究了公司从公众持股转为私募股权控股后CEO合同的变化,发现私募股权会大幅增加基于预设指标的业绩归属股权,并取消未归属股权,但不会降低基本工资和奖金。

Abstract

We study changes in chief executive officer (CEO) contracts when firms transition from public ownership with dispersed owners to private ownership with strong principals in the form of private equity sponsors. The most significant changes are that a significant portion of equity grants performance-vests based on prespecified measures and that unvested equity is forfeited by fired CEOs. Private equity sponsors do not reduce base salaries, bonuses, and perks, but redesign contracts away from qualitative measures. They use some subjective performance evaluation, do not use indexed or premium options, and do not condition vesting on relative industry performance. We compare the contracts to predictions from contracting theories, and relate our results to discussions of executive compensation reform.

CEO合同设计私募股权绩效归属股权没收