Binding Say-on-Pay and Shareholder Value
研究了瑞士约束性薪酬投票政策变化引发的股价反应与企业应对,发现约束性投票虽能降低代理成本,但也可能扭曲高管激励,表明更强的股东权力未必总是符合股东自身利益。
Abstract This paper investigates share price reactions and corporate responses to a set of policy changes regarding binding say-on-pay in Switzerland. The cross-section of stock price reactions indicates a trade-off: On the one hand, binding votes on executive compensation amounts, especially when conducted retrospectively, can help reduce agency costs by enhancing the alignment of management and shareholder interests. On the other hand, retrospective binding votes entail costs, for example, by distorting executives’ incentives for extracontractual, firm-specific investments. Corporate responses to the policy changes also reflect these trade-offs. Overall, our findings suggest that stronger and more direct shareholder power may not always be in the best interests of the shareholders themselves.