Inequality.org

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In Corporate America, Why Greed’s Never Good

On the eve of the release of the annual CEO pay survey reports, a look at the causes and consequences of chief executive pay spirals.

By Salvatore Babones

Why are corporate chief executive officers  so highly paid?

Modern American Fortune 500 CEOs have incredibly demanding jobs leading large, complex organizations. They have to take big risks and at any minute face dismissal for underperformance.

Academic research shows that executive pay is not mainly driven by job demands or pay for performance.

At least, that’s one version of events.

The more accurate: The average CEO stays in office about six years and then retires, according to research published by the National Bureau of Economic Research and the Economist magazine.

Only about 20-25 percent of CEOs are fired. The rest either leave through planned retirements or as the result of mergers and acquisitions — in which departing CEOs usually receive handsome “golden parachutes.”

And those demanding, epic 100-hour work weeks? CEOs spend many of those “work” hours talking deals on the golf course, entertaining clients at lavish meals, and traveling by private corporate jet.

Academic research shows that executive pay is not mainly driven by job demands or pay for performance. High CEO pay is driven mainly by poor corporate governance resulting in a “Lake Wobegon effect.”

Corporate board compensation committees routinely determine CEO pay by comparing the compensation of their CEOs to the compensation of other, successful CEOs in the same industry. Of course, all boards think they have better than average CEOs. If they didn’t think their CEOs were above average, why would they keep them? 

Companies that use pay consultants pay their CEOs more.

The Lake Wobegon effect is named for humorist Garrison Keillor’s fictional Minnesota town in which “all the women are strong, all the men are good looking, and all the children are above average.”

The Lake Wobegon effect runs especially strong in companies that hire pay consultants to benchmark their CEO salaries against others in their industries. Companies that use pay consultants pay their CEOs more and pay them more in stock, compensation that’s less visible in company accounts than cash, according to a 2009 report in the journal Academy of Management Perspectives by Martin Conyon, Simon Peck, and Graham Sadler. These effects appear even after appropriate statistical controls have been made for company performance and CEO experience.

The root cause of the Lake Wobegon effect is pay benchmarking. In a simulation study published in 2010 in the American Journal of Sociology, Thomas DiPrete, Gregory Eirich, and Matthew Pittinsky show how benchmarking practices result in a multimillion dollar game of leapfrog.

Each year corporate boards evaluate their CEOs. They only compare their CEOs to CEOs at “successful” companies, leaving out failed CEOs and bankrupt companies, and find their CEOs to be slightly better than these already better than average peers. As a result, they leapfrog their executives’ pay to the top third of the industry pack. The next year other boards leapfrog their executives, and so on, and so on.

As the leapfrogging process continues year after year, CEO pay grows at a faster and faster rate.

It wasn’t always this way. CEO pay hardly increased at all from the 1930s through the 1970s. Research published in 2010 in the Review of Financial Studies by Carola Frydman of MIT and Raven E. Saks of the Federal Reserve shows that the average American CEO in the 1970s earned about 4 percent more than the average CEO did in the 1930s, adjusted for inflation.

Since the 1970s CEO pay has risen by 686 percent.

Frydman and Saks report that since the 1970s CEO pay has risen by 686 percent. Not coincidentally, contemporary CEO pay practices date to the late 1970s and early 1980s. Back when companies gave CEOs cash raises based on annual performance reviews, just like the rest of us, CEO pay grew modestly every year, just like pay for the rest of us, if at all.

The average S&P 500 CEO now makes over $10 million a year, according to the annual Executive Excess report from the Institute for Policy Studies. The AFL-CIO reckons that the ratio of chief executive pay to median worker pay rose from 42-1 in 1980 to 343-1 in 2010.

Over in the UK they’re taking this problem seriously. The final report of the UK High Pay Commission concluded that “top pay is a symptom of market failure based on a misunderstanding of how markets work at their best.”

“It is through looking at executive remuneration that we see the classic problems of corporate governance laid bare,” the Commission said. In other words, the Commission found that corporate pay practices — not the demands placed on executives — are responsible for high executive pay.

Executive pay is now seen to be so ridiculously high that even investors are unhappy. According to the Wall Street Journal, a recent survey by executive consultants Towers Watson shows that “companies that give their CEOs high pay opportunities are more likely to receive lower levels of shareholder support.” You don’t have to be a socialist to be angry over CEO pay.

Executives involved in many of the largest corporate collapses in American history were extraordinarily well-paid.

The money at stake is enormous, but in the end the problem for shareholders isn’t the pay itself. A company with a billion dollars in profits can afford a $10 million CEO. The problem is what CEOs will do for the money. If history is any guide, they’ll do anything. It’s worth rolling the dice and risking bankruptcy for your company if the potential payoff is a multi-million dollar bonus.

Executives involved in many of the largest corporate collapses in American history were extraordinarily well-paid. Richard Fuld (Lehman Brothers), Bernie Ebbers (Worldcom), Kerry Killinger (Washington Mutual), Kenneth Lay (Enron), and Stanley O’Neal (Merrill Lynch) all had seven-digit annual pay packages.

Moving beyond specific cases, CEO greed has been shown to be related to a host of negative outcomes. One way to measure greed is to ask how much CEOs pay themselves compared to what they pay their top management team. This is called the “CEO pay slice.”

The CEO pay slice reached a historical minimum in the 1960s and has been growing ever since. As I have reported elsewhere, between 1993 and 2006 CEOs at America’s top 1500 public companies received average annual raises of 8.8 per year, while their corporate seconds-in-command received annual raises averaging 5.4 per year, thirds-in-command 5.2%, fourths-in-command 5.0 per year, and fifths-in-command 4.6 per year.

That’s greed at its most transparent.

The CEO pay slice is associated with lower profitability, lower stock returns, and a range of other negative outcomes. All this is true even after appropriate statistical controls have been made, according to a 2011 paper in the Journal of Financial Economics by Lucian Bebchuk, Martijn Cremers, and Urs Peyer. Greed is not good.

CEO greed has been shown to be related to a host of negative outcomes.

George Washington University Law School Professor Lawrence A. Cunningham suggests a remedy for the most egregious cases of CEO greed. Writing in May 2011 in the Iowa Law Review, he suggests shareholders take advantage of a little-used principle of the common law of contracts: contractual unconscienability.

Contractual unconscienability arises in “pay contracts that are the product of managerial domination of the process and formed on terms massively favoring the executive.” Professor Cunningham writes that “for those outraged by lopsided corporate executive compensation, this … offers an appealing new legal theory … to police them.” I agree.

  • Ttesoro

    “It wasn’t always this way…from the 1930′s through to the 1970′s…” very interesting facts! I guess is it any wonder that socially people find this behaviour repulsive in a social way? I guess that CEO S  ’breaking away’(greed) from the larger ‘herd’ (SOCIETY)  the moral ’dimension’ is either knowingly or otherwise found to be socially repulsive’by the greater majority. When we all appear to be winning( they do it  for us!) due to the actions of those more entrepeneurial than ourselves, we will endure, and we did, we worked hard, raised our families and the ‘social contract’ was rock solid.They were, (somehow) working for us.These figures show otherwise and “we, the people..” either know logically (facts) or instinctively, for those not  ‘tuned in’ to politics. In either case we “the people” are no fools now!

    • http://profiles.google.com/hughht5 Hugh Halford-Thompson

      We the people with always be fools… maybe not you any more, (maybe you never were) – but there are plenty of fools in the world. The issue is that there is only room for a small number of people to seize these massive opportunities, but given the option we’d all happily take it… let’s not pretend after all – 99.99% of people would gladly accept the $10 million pay packages they get and take risks. Even if you are fired after 6 months – you’d be happy with $5mil!!

  • http://www.proxytell.com/ Kevin E Mcmanus

    I doubt very much shareholders would have a successful
    lawsuit since the source for the vast majority of this excess compensation is
    the very stock option plans the shareholders approved, or in the case of most
    retail investors, didn’t even bother to vote for or against. As long as small
    shareholders continue to not vote and large shareholders (and their agents, the
    large proxy advisory firms) continue to use dilution and dilution like models
    to “control” executive pay the compensation at most large publically
    traded firms is going to continue to be on the high side.

    If you look at the publically available policies of many
    large institutional investors you will see they don’t even bother to worry
    about a stock option plan until the dilution rate hits 10% or at best 5%. Now 5
    or 10% of a few billion dollars (the market capitalization of many mid sized
    firms) divided over the two and a half years or so that it takes before a new
    or amended stock option plan comes online is a lot of money. And it can be
    worse when companies game the system by granting “shares” with no
    vote that don’t even count against the limit of a voting power dilution test!

    Granted the CEO doesn’t get all of the value of a stock
    option plan, or even a majority in most cases, but what he or she does get
    works out to a lot of wealth. Thus the first step in getting control of CEO
    (and executive) compensation is for shareholders to step of to the plate and at
    least vote, and for the large institutional shareholders to get rid of their
    outdated dilution models for limiting executive pay.

    Kevin E. McManus

    Editor, ProxyTell, LLC

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