Martin J. Conyon

The Prince and the Pauper? CEO Pay in the United States and United Kingdom

We document differences in CEO pay and incentives in the United States and the United Kingdom for 1997. After controlling for size, sector and other firm and executive characteristics, CEOs in the US earn 45% higher cash compensation and 190% higher total compensation. The calculated effective ownership percentage in the US implies that the median CEO receives 1.48% of any increase in shareholder wealth compared to 0.25% in the UK The differences, can be largely attributed to greater share option awards in the US arising from, institutional and cultural differences between the two countries.

The Productivity and Wage Effects of Foreign Acquisition in the United Kingdom

This paper provides a systematic empirical analysis of the impact of foreign ownership on productivity and wages in the United Kingdom. Using a specially constructed database for the period 1989-94, it uses ownership change (acquisition) to control for unobserved differences between plants. It finds that foreign firms pay equivalent employees 3.4% more than domestic firms, though this is wholly attributable to their higher levels of productivity. Firms which are acquired by foreign companies exhibit an increase in labour productivity of 13%. Copyright 2002 by Blackwell Publishing Ltd

Board size and corporate performance: evidence from European countries

This paper examines the effects of board size on corporate performance across a number of European economies. Agency models suggest that large boards may destroy corporate value. Our fixed effects econometric evidence demonstrates that the effect of board size on corporate performance is generally negative. A negative effect is isolated for all five European countries in question when performance is measured as return on equity; this inverse relationship is more difficult to isolate using market-based measures of performance.

The impact of mergers and acquisitions on company employment in the United Kingdom

Abstract This paper provides a systematic empirical analysis of the effects of take-over and merger activity on firm employment in the United Kingdom using a specially constructed database for the period 1967–1996. Our results indicate that significant rationalisations in the use of labour occur as firms reduce joint output and increase efficiency post-merger. These effects are particularly pronounced in the case of related and especially hostile mergers.

Executive Compensation: Evidence from the UK and Germany

This article concerns the determination of executive pay in the UK and Germany. These economies have very different corporate governance structures and we examine whether this has implications for executive pay outcomes. Our research shows that average pay in the UK was about £391,000 in 1994, compared to about £200,000 in Germany. Our data, however, have a time series dimension. Pay has increased in both economies over time, but the UK has had a faster rate of growth in the post-1980s period. Importantly, in our time period each economy had a different structure of pay: UK CEOs received stock options (which can contribute to the growth rate) whereas German executives—until recently—did not. The gap between CEO pay and that of other employees is higher in the UK than in Germany. Regression results reveal a positive and significant association between cash pay and company performance in both countries. However, we show that there is cross-section variation in the pay-performance relation, a result that many prior studies have overlooked.

A review of compliance with Cadbury

To what extent have companies implemented the recommendations of the Cadbury Committee on the financial aspects of corporate governance?

Do hostile mergers destroy jobs

This paper provides a systematic empirical analysis of the employment effects of hostile takeovers in the United Kingdom for the period 1983–1996. It finds no evidence for distinguishing between friendly and hostile acquisitions in terms of their impact on labour demand. Indeed, each type of transaction appears to have an immediate negative impact on labour demand, equivalent to about 7.5 percent of the pre-merger level. However, the paper does find that the absolute number of employees falls substantially, along with output, in the hostilemerger case alone. This appears to be the consequence of a high level of post-merger divestment that distinguishes hostile transactions.

The Structure of Executive Compensation Contracts: UK Evidence

Abstract In this article we examine CEO stock option contracts using UK data for the 1997 fiscal year. We show how the portfolio of options varies with firm wealth; describe the structure of the contract (in terms of vesting criteria related to performance targets); and illustrate whether the option performance criteria is historically ‘demanding’. Finally, we show how the pay–performance term varies with the structure of the option contract. Our new evidence shows the complex structure of UK option contracts for CEOs. We augment this data with rich interview data to show the complexity of CEO compensation contracts and how they are set.

CEO Compensation and Corporate Governance in China

We analyze CEO pay in China’s public traded firms from 2000 to 2010. We find that Chinese CEO pay is made up mainly of salaries and bonuses. Firms can legally grant stock options since 2005, but the take up of these has been slow. We find that CEO equity ownership is higher in firms with higher CEO pay, more outside directors, combined CEO and chair, compensation committees, and better stock returns. We document that CEO pay is positively correlated to both accounting and stock market performance, although the link to accounting performance is more robust. CEO pay is higher in firms with more growth opportunities, compensation committees, and combined CEO and Chair. We find that CEO pay dynamics are important as pay this year is significantly positively correlated to CEO pay last year. Boards and compensation committees adjust CEO to target levels over a number of years. In addition, our study documents substantial changes in Chinese corporate governance over time. The Chinese State is less likely to be the ultimate owner of public firms, ownership concentration has declined, and internal firm governance has improved significantly as evidenced by a greater fraction of outsiders on the board and the adoption of compensation committees.

Shareholder Voting and Directors' Remuneration Report Legislation: Say on Pay in the UK: SAY ON PAY IN THE UK

This paper investigates shareholder voting in the UK. The Directors’ Remuneration Report (DRR) Regulations of 2002 gave shareholders a mandatory non-binding vote on boardroom pay. First, using data on about 50,000 resolutions over the period 2002 to 2007 we find that less than 10% of shareholders abstain or vote against the mandated Directors’ Remuneration Report (DRR) resolution. Second, investors are more likely to vote against DRR resolutions compared to non-pay resolutions. Third, shareholders are more likely to vote against general executive pay resolutions, such as stock options, long-term incentive plans and bonus resolutions compared to non-pay resolutions. Forth, firms with higher CEO pay attract greater voting dissent. Fifth, there is little evidence that CEO pay is lower in firms that previously experienced high levels of shareholder dissent. In addition, there is little evidence that the equity pay-mix, representing better owner-manager alignment, is greater in such firms. Currently, we find limited evidence that, on average, ‘say on pay’ materially alters the subsequent level and design of CEO compensation.