that they are incompetent and when board power has increased following corporate governance reforms. In contrast, CEOs are …

have power to influence their own compensation, and they use their power to extract rents. As a result, executives are paid … significant presence of rent extraction should be taken into account in any examination of the practice and regulation of …

This Paper develops an account of the role and significance of managerial power and rent extraction in executive … power approach suggests that boards do not operate at arm’s length in devising executive compensation arrangements; rather …, executives have power to influence their own pay, and they use that power to extract rents. Furthermore, the desire to camouflage …

This Paper provides an overview of the main theoretical elements and empirical underpinnings of a ‘managerial power … show that the managerial power approach can explain many features of the executive compensation landscape, including ones … CEO power and pay. We also explain how managerial influence might lead to substantially inefficient arrangements that …

. The effect is stronger the greater the competition for managers and the stronger the managerial bargaining power. While …

depend not only on the size of equity stake, but also on the relative power of other block holders. The expropriation threat …

this separation interact with the regulation of the product market. The main issue to be addressed here is how the degree …

) takeover bids (buying shares only); and (3) a combination of proxy fights and takeover bids in which shareholders vote on … to proxy fights alone but also to takeover bids alone. Finally, we show that, when acquisition offers are in the form of …

hostile bidders to win a vote of shareholder support – boards should not have veto power over takeover bids. The Paper …