Board Committees, CEO Compensation, and Earnings Management
分析董事会在设定CEO激励薪酬和监督财务报告时的均衡策略,发现CEO股权激励增加不必然导致盈余管理增加,因为董事会会调整监督力度;若薪酬与监督职责分属不同委员会,薪酬委员会会更多使用股权薪酬,而监督成本由审计委员会承担。
ABSTRACT:We analyze the board of directors' equilibrium strategies for setting CEO incentive pay and overseeing financial reporting and their effects on the level of earnings management. We show that an increase in CEO equity incentives does not necessarily increase earnings management because directors adjust their oversight effort in response to a change in CEO incentives. If the board's responsibilities for setting CEO pay and monitoring are separated through the formation of committees, then the compensation committee will increase the use of stock-based CEO pay, as the increased cost of oversight is borne by the audit committee. Our model generates predictions relating the board committee structure to the pay-performance sensitivity of CEO compensation, the quality of board oversight, and the level of earnings management.