Determinants and value relevance of UK CEO pay slice

This paper studies the CEO pay slice (CPS) of UK listed firms during the period 2003 to 2009. We investigate the determinants of CPS. We study the links between CPS and measures of firm performance. We find that firms with higher levels of corporate governance ratings and those with more independent boards tend to have higher CPS. In addition, we find that CEOs are more likely to receive lower compensation when they chair the board and when they work in firms with large board size. We also find that higher CPS is positively associated with firm performance after controlling for the firm-specific characteristics and corporate governance variables. We get compatible results when we examine the association between equity-based CPS and firm performance. Our results remain robust to alternative accounting measures of firm performance. Our results suggest that high UK CPS levels do indeed reflect top managerial talent rather than managerial power

Beyond shareholder primacy? Reflections on the trajectory of UK corporate governance.

Core institutions of UK corporate governance, in particular the City Code on Takeovers and Mergers, the Combined Code on Corporate Governance and the law on directors’ duties, are strongly orientated towards the norm of shareholder primacy. Beyond the core, however, stakeholder interests are better represented, in particular at the intersection of insolvency and employment law. This reflects the influence of European Community laws on information and consultation of employees. In addition, there are signs that some institutional shareholders are redirecting their investment strategies, under government encouragement, away from a focus on short-term returns, in such a way as to favour stakeholder-inclusive practices by firms. On this basis we suggest that the UK system is currently in a state of flux and that the debate over shareholder primacy has not been concluded

Audit within the corporate governance paradigm: a cornerstone built on shifting sand?:a cornerstone built on shifting sand?

This paper is a case study-based investigation of aspects of the current paradigmatic approach to ‘good’ corporate governance with its focus on the interlinked roles of internal control and risk management procedures, internal audit and external audit, overseen and co-ordinated by a formal structure of board committees, in particular the audit committee. The evidence that we adduce from the study of four high-profile cases of perceived accounting and governance failure provides limited assurance that this approach will in fact be cost-effective or efficient in preventing further such cases of accounting and governance failure. Specifically, issues as to remuneration and fee dependence; lack of relevant knowledge and expertise; and social and psychological dependence upon executive management appear to have significantly and negatively affected the quality of decision-making of governance gatekeepers. This suggests that further consideration of relevant economic, institutional and cognitive/behavioural factors beyond the rational choice model of traditional economics should underpin future developments in required modes and structures of governance

The Role of Corporate Governance in the IPO Process: a note

Corporate governance as a coherent notion and independent topic of academic and practitioner interest has developed rapidly in the last ten years. In particular, most countries have seen the publication of vast numbers of regulatory reports outlining best practice in handling the issues that arise from the increased prominence of the governance concept. Although a vast literature exists on the implications of an Initial Public Offering (IPO) for financial performance and ownership structure, few investigations have communicated directly with issuing firms and analysed the practical difficulties encountered on a day-to-day basis when a company decides to float. In particular, very few studies have sought to examine what corporate governance changes, if any, are made in the process. This note reports the findings of a questionnaire survey and a series of interviews with practitioners about the changes that are made before and after a sample of IPOs in the UK. Copyright Blackwell Publishing Ltd. 2004.

The Financial Sector and Corporate Governance: the UK case

Post 1992 Cadbury Committee report developments in UK corporate governance provisions are reviewed. The role of institutional investors, and the financial sector as a whole, in corporate governance is considered. Practices in "Continental Europe", the UK and the US are contrasted, along with the roles of banks, strategic investors ("insiders"), institutional investors ("outsiders") and capital markets. To be effective, capital markets must be efficient and competitive and auditing must be reliable. Current EU and US reform proposals are compared and prospects for convergence in corporate governance procedures assessed. Copyright Blackwell Publishing Ltd 2005.