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Is top-management remuneration influenced by board characteristics?

Sebastien Deschenes (Department of accounting, Université de Moncton, Moncton, Canada)
Hamadou Boubacar (Department of Accounting, Université de Moncton, Moncton, Canada)
Miguel Rojas (Department of Accounting, Université de Moncton, Moncton, Canada)
Tania Morris (Department of Accounting, Université de Moncton, Moncton, Canada)

International Journal of Accounting & Information Management

ISSN: 1834-7649

Article publication date: 2 March 2015

Abstract

Purpose

The purpose of this article is to examine if certain board characteristics have an impact on the total remuneration of top management and the ratio of stock-based remuneration to total top-management remuneration.

Design/methodology/approach

The study draws on data from the largest public Canadian companies, the constituents of the TSX/60 index. The study controls for firm size and profitability.

Findings

The authors concludes that total remuneration of top management is directly linked to board-member total remuneration and the board average number of director-tenure years. The study also shows that the ratio of stock-based to total top-management remuneration is positively affected by the percentage of independent directors, total remuneration of board directors, the ratio of stock-based remuneration of directors to their total remuneration and the average number of tenure years of the board of directors.

Practical implications

If regulators are determined to curb the excesses in top-management remuneration by means of promoting boards with certain characteristics, they should implement measures facilitating the control of directors’ remuneration and tenure, to discourage cronyistic behavior. Good corporate governance requires that the board act as a counterbalance to top management, ensuring that a substantial percentage of top-executive total compensation is variable, and not fixed. According to our findings, the boards that are the most likely to hold managerial avoidance of variable pay in check are those favoring director independence, variable director remuneration and longer director tenures.

Social implications

The present article examines specifically the latter aspect, namely, the role of board characteristics (independence, size, compensation, board director ownership and tenure, etc.) in the determination of top-management compensation. This relationship is important because it allows us to further the analysis of corporate governance. If the above-mentioned traits of boards have a meaningful relationship with the compensation of the top management, one might conclude that certain practices in the composition of boards could influence good corporate governance practices. This is relevant for regulatory agencies, for investors and for corporations.

Originality/value

The article adds to the extant literature in a number of ways. Firstly, it considers the role of the traits of the board in the determination of the compensation of the top-management teams, and not only of the chief executive officer, as is the focus of previous literature. Secondly, the article focuses on the power interplay between boards and managers, and, more particularly, on the ability of boards to be an effective mechanism of corporate governance. Finally, the article examines the potential impact of board traits in the determination of top-management compensation in the context of Canadian firms, a subject that has received less attention from academic research, which has mostly concentrated on analyzing the issue in the US context.

Keywords

Citation

Deschenes, S., Boubacar, H., Rojas, M. and Morris, T. (2015), "Is top-management remuneration influenced by board characteristics?", International Journal of Accounting & Information Management, Vol. 23 No. 1, pp. 60-79. https://doi.org/10.1108/IJAIM-11-2013-0062

Publisher

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Emerald Group Publishing Limited

Copyright © 2015, Emerald Group Publishing Limited