In this timely book, Kym Sheehan examines the regulatory technique known as `say on pay' - where shareholders vote on executive compensation in an annual, advisory vote on the remuneration report.
Using the model of the regulated remuneration cycle, and drawing upon evidence of its operation from interviews, voting data and remuneration reports from UK and Australian companies, the book demonstrates whether say on pay can operate successfully to both constrain executive greed and ensure accountability exists for company performance and decision-making.
The Regulation of Executive Compensation is essential reading for corporate governance academics, remuneration consultants, company directors, regulators, pension and superannuation fund trustees and unions. Politicians and their policy advisers, lawyers, accountants and anyone concerned about the corporate governance of listed companies will find much to interest them in this detailed study.
Kym Maree Sheehan, Barrister and Solicitor, Supreme Court of Victoria, Melbourne Australia
Contents: Preface 1. Greed, Accountability and Say on Pay 2. The Regulated Remuneration Cycle 3. Institutional Investor Rule Making 4. Remuneration Committees 5. UK Remuneration Practice - Best Practice? 6. Australian Remuneration Practice - Best Practice? 7. Disclosure 8. Shareholder Voting 9. Limits of Institutional Shareholders as `Regulators' of Executive Remuneration 10. The Advantages and Limits of Say on Pay as a Regulatory Technique Bibliography Index