We study how friendly boards design the structure of optimal compensation contracts in favor of powerful CEOs. Our study yields unexpected results. First, powerful managers receive higher pay and a contract with a higher pay-performance sensitivity (PPS) if firm performance is low and vice...

This monograph explores the relation between corporate governance and executive compensation and evaluates the conditions under which shareholders can benefit from the right to interfere with the pay setting process by voting on the compensation proposed by the board of directors (Say on Pay)....

I examine the economic consequences of Say on Pay (SoP) for firms with different governance qualities in a setting where shareholders face informational constraints in evaluating the efficiency of the firm's compensation policy and where the firm's governance structure is endogenous. I find that...

We investigate experimentally how the enforcement of negative say on pay (SoP) votes affects a CEO's investment incentives, the level and structure of executive compensation, and firm performance. We operationalize the board's discretion in response to a no-vote via three levels of SoP...