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Designated Directors In The Boardroom: Their Impact On Governance And Performance And Shareholder Wealth Effects, Laura Seery Cole Aug 2011

Designated Directors In The Boardroom: Their Impact On Governance And Performance And Shareholder Wealth Effects, Laura Seery Cole

Doctoral Dissertations

This dissertation examines the appointment of designated directors on boards of directors. Designated director appointments are uncontested board appointments by activist investors, whereby normal nominating and voting election procedures are circumvented. Instances such as these, where directors are appointed rather than elected, are a form of shareholder access to the proxy. In this dissertation, new evidence is provided that is relevant to the proxy access debate by investigating the hypothesis that firms with appointed designated directors have different firm and governance characteristics than firms with elected directors. In particular, the following questions are asked: what are the shareholder wealth effects …


Two Essays On Managerial Incentives, Hui Liang Jul 2011

Two Essays On Managerial Incentives, Hui Liang

Doctoral Dissertations

Jensen and Meckling (1976) and Jensen (1986) argue that the separation of ownership and control may generate agency problems between managers and shareholders. The equity-based compensation, by tying managerial wealth to firm long-run stock performance, can incentivize managers to be more receptive to undertaking value-increasing financial policies and to improving firm performance therefore can be used as an effective tool to achieve consonance between managers actions and shareholders interest. Over the last two decades, the increased prevalence of equity-based compensation in the form of stock and options, is partially due to an increased acceptance of the alignment effect of equity-based …


Ceo Serps: Are They Related To Firm Risk And Who Approves Them?, Colin D. Reid May 2011

Ceo Serps: Are They Related To Firm Risk And Who Approves Them?, Colin D. Reid

Doctoral Dissertations

This paper investigates whether CEO supplemental executive retirement plans (SERPs) are associated with firm risk. Sundaram and Yermack (2007) show that CEOs manage their firms more conservatively as their debt incentives increase. Using new executive compensation disclosures mandated by the SEC, I find a negative association between CEO SERPs and firm risk but only for unsheltered SERPs. I find that when a CEO SERP is protected by a lump sum payment or by a trust (i.e. sheltered), the negative association between SERPs and firm risk is greatly diminished and even eliminated in some models. Furthermore, I show that having a …