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Journal of Corporate Finance Vol. 17 No. 5 2011

Does shareholder approval requirement of equity compensation plans matter?

Lilian Ng1; Valeriy Sibilkov1; Qinghai Wang2; Nataliya S. Zaiats3

1 University of Wisconsin–Milwaukee · 2 Georgia Institute of Technology · 3 Simmons University

Abstract

This paper studies the impact of the 2003 SEC Regulation requiring shareholder approval of all equity-based executive compensation plans on executive compensation policies and practices at S&P 500 firms. Following the 2003 Regulation, firms with shareholder approved equity plans in place or those with strong performance, while not those with non-approved plans or weak performance, increase their equity compensation proposal submission activity. The quality of equity compensation proposals improves in the after-regulation period, and shareholders exhibit greater scrutiny and monitoring of executive compensation through increased voting rights. We find a decline in the equity pay component while an increase in the cash component of total executive compensation after the 2003 Regulation and also provide evidence that the 2003 Regulation contributes to this change in compensation structure.

DOI
10.1016/j.jcorpfin.2011.08.005
Volume
17
Issue
5
Pages
1510-1530
Language
en
Sources
bibtex:phds-export.bib openalex crossref

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