Navigating Shareholder Influence: Compensation Plans and the Shareholder Approval Process

Academy of Management Perspectives, 22(1): 41-57, 2008

17 Pages Posted: 25 Jan 2014

See all articles by Pamela M. Brandes

Pamela M. Brandes

Syracuse University

Maria L. Goranova

University of Wisconsin - Milwaukee

Steven Hall

Steven Hall & Partners

Date Written: February 1, 2008

Abstract

Corporate governance research emphasizes the influence of institutional owners on company outcomes such as strategic decisions, organizational structures, and executive compensation. However, little is known about the process companies use to gain support for management-sponsored compensation plan resolutions. This article reviews prior literature linking institutional ownership and compensation practices and investigates the little-studied process of how management tries to work with owners to secure shareholder approval of compensation plans. In addition, it provides brief cases of two Fortune 300 companies (General Mills and PepsiCo) that received positive votes on their compensation plans. The article ends with several recommendations for managers trying to gain institutional owners' approval of future compensation plans.

Keywords: Executive compensation, shareholder influence, shareholder approval of equity based plans

JEL Classification: G3

Suggested Citation

Brandes, Pamela M. and Goranova, Maria L. and Hall, Steven, Navigating Shareholder Influence: Compensation Plans and the Shareholder Approval Process (February 1, 2008). Academy of Management Perspectives, 22(1): 41-57, 2008, Available at SSRN: https://ssrn.com/abstract=2384653

Pamela M. Brandes

Syracuse University ( email )

900 S. Crouse Avenue
Syracuse, NY 13244-2130
United States

Maria L. Goranova (Contact Author)

University of Wisconsin - Milwaukee ( email )

P.O. Box 742
3202 N. Maryland Ave.
Milwaukee, WI 53201-0742
United States

Steven Hall

Steven Hall & Partners ( email )

650 5th Ave
New York, NY 10019
United States

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