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The purpose of this paper is to explain the final version of the Remuneration Code, published by the Financial Services Authority (FSA) in December 2010, which deals with remuneration in the financial services industry and incorporates requirements contained in the latest version of the European Union (EU) Capital Requirements Directive (CRD3).

The paper gives an overview of the Code, focusing on its scope; the deadlines for compliance; the constraints on variable remuneration; the proportional application of the Code through the division of businesses covered by the Code into four tiers, each with different compliance requirements; and voiding provisions – i.e. provisions which render certain contractual terms on variable remuneration void if they breach Code requirements. It also summarizes the related and new obligations on disclosure of remuneration, which were published by the FSA at the same time as the Code.

The overriding objective of the Code is to ensure that remuneration policies, procedures and practices do not undermine effective risk management.

Now the details have been published and deadlines for compliance set, it is imperative that those in the financial services industry with UK operations, whether in the UK or elsewhere, start taking steps straightaway to ensure that their remuneration policies, practices and procedures are compliant with the new regulatory regime.

The paper provides practical guidance from experienced securities lawyers.

This paper aims to examine the two different approaches adopted in the UK to regulate directors’ remuneration. The paper also aims to explore the two approaches to understand which one better regulates directors’ pay and why. It provides an account of the two approaches’ evolution, effectiveness and challenges towards the regulation of directors’ remuneration. The paper will also make some recommendations on both approaches and the way forward to better regulate directors’ remuneration.

The paper reviews various corporate governance codes, its recommendations on directors’ remuneration, its effectiveness and the challenges it face in regulating directors’ remuneration. The paper also reviews provisions of the Companies Act 2006 on directors’ remuneration, its effectiveness and challenges faced.

The paper finds that corporate governance adopts a better approach to regulating directors’ pay than the Companies Act 2006 because it targets the pay setting process. However, the existence of grey areas and lack of enforcement procedure poses a challenge on its effectiveness. The Companies Act 2006 is unable to regulate directors’ pay adequately because it adopts a corrective approach and it considers directors’ remuneration as a management responsibility.

The paper offers an up-to-date assessment of the two approaches to regulating directors’ pay in the UK. It highlights the challenges faced by both approaches and which approach could regulate directors pay better and its challenges. The paper further makes recommendations on how the regulation of directors’ remuneration can be effective in the UK.

This paper aims to explore the role corporate personality has played in the battle between executive remuneration and fairness, which is linked to rewarding performance. This paper also aims to explore some of the policy measures taken by the UK Government to curb excessive remuneration especially in the banking sector.

This paper employs an analytical approach. An analytical approach relies on the collection of new information upon which to base any conclusions. The research supports the arguments being made in the paper.

The paper shows how the ruling in Salomon, over a century ago, that cemented corporate personality and limited liability in the UK, is hampering many of the measures aimed at rewarding performance and promoting fairness in relation to executive remuneration.

Limited research has been done on executive remuneration. Since executive pay has recently hit the media agenda, this paper purports to tackle a current and ongoing issue.

The purpose of this paper is to explain UK Financial Services Authority (FSA) Policy Statement 09/15, Reforming Remuneration Practices in Financial Services, (the “Code”) which requires certain large banks, building societies and broker‐dealers in the UK to establish, implement and maintain remuneration policies that are consistent with and promote effective risk management.

The paper explains the background to the Code, including the FSA's views on bonuses and remuneration; describes the characteristics of the approximately 26 large firms to which the Code will apply; discusses the Code's principles concerning remuneration; details the timing of the key steps for implementation of the Code; explains information on remuneration firms must provide to the FSA; and discusses the FSA's plans for follow‐up.

The FSA is likely to publish similar remuneration guidelines that will extend to all FSA‐authorized firms.

The paper provides practical guidance from experienced financial services lawyers; a possible bellwether of future similar policies from financial regulators in other countries.

The recent financial crisis has shown that in substantial parts of the banking industry, bonus payments have a short-term focus and are not risk-adjusted. These remuneration structures persist as the banking industry is constrained by pressures on the labour market. The unilateral introduction of a longer-term focus in variable remuneration could put a bank at a first-mover disadvantage. The paper aims to discuss these issues.

The paper derives from a literature overview and empirical evidence possible reform measurements toward a longer-term focus in variable remuneration. The paper also discusses the recent reforms in European law regarding remuneration policy.

The paper argues that an efficient regulation of remuneration policy should be directed at ensuring that remuneration policies and practices are aligned with effective risk management. The financial authorities should therefore closely observe market developments in this perspective and take countermeasures if necessary.

This seminar work gives some interesting insights about opportunistic behaviour and a CEO's short-term incentives from an economic point of view. It provides lawmakers, regulators and firms with a comprehensive comparison of recent remuneration reforms in Europe.

The purpose of this paper is to investigate the nature of advice that the remuneration consultants offer to the companies on executive pay. It explores how the advice offered affects the level of executive remuneration. Furthermore, it investigates whether the nature of advice offered forms part of the reasons why remuneration consultants have been criticised to be correlated with high executive pay.

This paper analysis the data obtained from interviewing remuneration consultants from prominent consultancy firms that operate in the UK and the USA.

This paper demonstrates that remuneration consultants’ advice on executive remuneration is not always objective. The nature of advice depends on whether the consultants have a balance of portfolio of companies (self-interest) or whether they have the courage to stand up to confrontations from the executives (fear of executives). This study shows that the purpose of using remuneration consultants in advising on executive remuneration is defeated. Also, the practice pushes up pay levels.

The research focused on large consultancy firm operating in the UK and/or the USA. Access to the participants was very difficult due to their busy schedules.

This paper demonstrates the effect that lack of best practice on benchmarking is partly responsible for the high executive pay levels.

This paper will inform companies on the nature of advice that remuneration consultant’s offer and its effect on pay levels. Secondly, it will provide the shareholders with vital information they require to vote on remuneration policy in the annual general meeting.

This paper demonstrates the effect that lack of best practice on benchmarking is partly responsible for the high executive pay levels. This paper will inform companies on the nature of advice that remuneration consultant’s offer and its effect on pay levels. Secondly, it will provide the shareholders with vital information they require to vote on remuneration policy in the annual general meeting. Lastly, it informs policymakers on the grey areas of practice that requires best practice.

The purpose of this study is to investigate the extent to which firm's performance, the structure of the board of directors and ownership determine directors' remuneration in Malaysia among distressed firms.

The study uses publicly available data from a sample of 86 distressed firms and matched 86 non‐distressed firms for 2001 financial year.

The findings for the full sample show that directors' remuneration is not associated with firm's profitability, as measured by ROA. A negative and significant association is observed between directors' remuneration and lagged ROA. With regard to corporate governance, board independence and the extent of non‐executive directors' interests are found to have negative influence on directors' remuneration. In addition, findings also reveal directors' remuneration is positively associated with firm's growth and size. In sub‐sample analyses, a strong negative relation is observed between ROA and directors' remuneration for healthy sub‐sample.

Future research on this area could examine period after the adoption of the Malaysian Code by the Bursa Malaysia in 2001. Further, interviews with directors and managers about the need to link remuneration and performance could be carried out.

There is a need for companies to link remuneration with performance, which this paper found to be lacking in practice.

The contribution of this paper is its examination of directors' remuneration among distressed firms. Findings of this paper would be useful to both regulatory bodies and practitioners.

This paper aims to explore an alternative approach to regulation for addressing governance problems relating to director and executive remuneration in publicly listed firms. The author investigates the development of hybrid regulatory framework, composed of state regulation and self-regulation, for remuneration governance in Australia.

The synthesis of constructs borrowed from agency and institutional theories and its contextual analysis examines the effectiveness of formal (state regulation) and informal (self-regulation) institutions for the development of a hybrid of regulation. Thereafter, the author examines the impact of hybrid regulation on remuneration disclosure behavior in Australia.

The author finds that improvement in disclosure is primarily driven by the establishment of remuneration committees and separate role of chief executive officer (CEO) and chairperson but weakened by the presence of CEO at remuneration committee and presence of remuneration consultant.

Global crises have called for greater transparency and protection of investors through state regulation alone. However, corporate governance, being a social practice that is shaped by diverse interests, calls for a holistic approach. A useful contribution of this study is that through an in-depth examination into the stages and actors of the government interventions involving the balancing of tension between conflicting forces, it provides insights for developing an effective regulatory hybrid which has greater acceptance for corporate governance. In conclusion, it implies the significance of priming the social arena through active engagement of diverse market forces prior to introducing state regulation.

This paper aims to discuss and compare the corporate governance codes in Gulf Cooperation Council (GCC) countries.

The development of corporate governance codes in the GCC is considered using an analytical approach.

Efforts and initiatives are underway in the GCC towards improving the corporate governance environment and coping with international developments. Although most GCC codes are comprehensive compared to those of other Middle East North Africa (MENA) countries, and are similar to international codes, as with almost all countries in the region, there is room for development. Updated codes that address the unique nature of these countries could enhance corporate governance.

This comparison between GCC corporate governance codes provides opportunities to empirically compare the corporate governance status in these countries through indices or checklists based on the current comparison.

The research facilitates future evaluations of corporate governance in Gulf countries. In other words, different stakeholders, including investors and analysts, can utilise this paper during decision-making. Moreover, comparing GCC codes to others in the MENA region would help to assess the GCC’s position in the region regarding these codes, and also alert firms to corporate governance reforms occurring in the region.

The paper analyses the corporate governance codes issued in the GCC, which represents a group of countries with similar characteristics that are thus studied separately from other MENA countries, and compares the corporate governance codes issued for non-financial listed companies.

Drawing on institutional theory, this study aims to analyse the regulation of executive remuneration as espoused in the United Kingdom (UK) codified corporate governance principles, focussing on sources of advice to decision-makers, the nature of the advice sought and given, and interaction of those involved in the process.

A qualitative research design was used. Data were assembled from interviewing non-executive board/remuneration committee members; institutional investors; external remuneration consultants and internal human resources (HR)/reward specialists. Results were analysed in accordance with the Gioia technique.

Tensions inherent in the interpretation of corporate governance codes are illustrated. Emphasis on independent advice combined with constraints on decision-makers' capacity to navigate the nuances of a complex field and reputational concerns risks standardised instead of bespoke remuneration approaches aligned with corporate contexts.

There is a role for internal HR advisors to add value through their potential to reduce the gap within remuneration committees between institutional contexts and independent decision-making, facilitating more strategic human resource management inspired executive remuneration.

Application of institutional theory indicates the relevance of balancing external with internal sources to secure advice that is horizontally and vertically aligned within an organisation to meet the letter and spirit of corporate governance norms. Extending the explanatory power of institutional theory, care is needed though not to overlook the normative underpinnings of professional advisors' own value sets.