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公司治理外文文獻(xiàn)及翻譯-其他專業(yè)(存儲(chǔ)版)

  

【正文】 the degree and nature of external finance is likely to influence the demands placed on corporate governance to ensure accountability and incentive alignment. Organizational context considerations thus imply that the role and effects of incentive schemes are likely to differ in ways contingent upon both the external and internal resources that are critical within the context of the firms’ anizational, market, sectoral, or regulatory contexts. In other words, the effectiveness of executive incentives may depend on the firm’s size or age, the phases of growth or decline in the pany’s development, and the character of innovation in different markets and sectors, among many other factors (Aguilera et al., 2021). While an anizational perspective rejects the notion of universal best practices (Donaldson, 2021), it also suggests that policy will be more effective if it takes into account the potential diversity of anizational contexts. In short, a onesizefitsall approach is undesirable. There is an increasing recognition in management research that the anizational resource base and its interdependence with external environments are not static, but an integral part of anizational dynamics. The application of a contingencybased concept of corporate governance has been developed within an emerging body of research on the life cycle of corporate governance (Filatotchev et al., 2021。 Filatotchev, Toms, amp。 Bruce at al., 2021). Thus, an important task in corporate governance research is to uncover the diversity of arrangements and to understand how the effectiveness of executive remuneration is mediated by its alignment with situational variables (―context‖) arising in diverse anizational contexts and institutional environments (Aguilera et al., 2021). We suggest a novel contingencybased framework for understanding the governance roles of executive pensation, which we conceptualize in terms of anizational context, plementarity/ substitution between governance factors, and the impact of institutional environments. Organizational context refers to variations in firms’ internal and external strategic resources and specific stages in their anizational life cycle (OLC). For example, older firms in the mature phases of their business life cycle may have a more diversified resource pool and ―professionalized‖ management team. As a result, they may be in greater need of formal incentive alignment mechanisms pared to younger, founderowned firms in their startup phase, which may have narrower resource bases and thus higher focus on reputational, capabilityrelated aspects of governance. Organizational context may affect not only potential benefits of executive pensation schemes, but also their costs, such as the direct costs of equitybased incentives and their indirect effects on managerial behavior and risk taking. These costs will vary for different firms operating in different sorts of environments, so that costbenefit analyses are rarely universal. Complementarity/substitution refers to the overall ―bundles‖ of corporate governance practices that are aligned with one another and mutually enhance the ability of those practices to achieve effective corporate governance. Here we argue that the effectiveness of executive pensation may depend on the presence of other governance factors, such as high shareholder involvement and board independence. Finally, institutions put a strong emphasis on social embeddedness and path dependence of executive pensation as a governance factor. Executive pay packages must be socially legitimate in relation to prevailing regulatory, normative, and cognitive impacts on anizations. As a result, these societal effects must be reconciled with anizational efficiency (Bruce et al., 2021). PrincipalAgent Dichotomy Versus Organizational Approach to Executive Remuneration Principalagent theory dominates research on managerial incentives, and it is primarily concerned with efficiency outes of executive pensation schemes from the perspective of shareholders, who invest resources and seek maximum return on their investment. This approach relies on the assumption of ―arm’slength‖ contracting between shareholders and managers, and selfinterested opportunism as a basis of their contracts (Bruce et al., 2021). Thus, besides attracting and retaining a highquality management team, welldesigned incentive schemes should increase corporate productivity and value by better aligning top managers’ interests with those of shareholders (Hall, 2021). Some studies, however, claim that executives, and particularly CEOs, enjoy positions of power in relation to the design of pay packages and are able to insulate themselves from constraints applied by regulators and shareholders. Selfinterested executives may now extract rents by manipulating board structures in their own favor (., by nominating their cronies as board members), subject mainly to an ―outrage‖ constraint applied by the media (Bebchuk amp。 GomezMejia, 2021). In a more recent critique of agency theory, Aguilera, Filatotchev, Gospel, and Jackson (2021) pointed out its ―undercontextualized‖ nature and hence its inability to accurately pare and explain the diversity of corporate governance arrangements across different anizational and institutional contexts. Similarly, much of the resulting policy prescriptions enshrined in codes of ―good‖ corporate governance rely on universal notions of best practice, which often need to be adapted to the local contexts of firms or translated across diverse national institutional settings (Aguilera amp。 Jensen, 1983。 它規(guī)定了高管薪酬的確定原則,該原則已經(jīng)在各種公司治理守則中制定了。未來(lái)的研究需要確定在相對(duì)的框架內(nèi)高管薪酬的影響方面哪 些制度因素更加突出。另一個(gè)研究領(lǐng)域是關(guān)系到組織成本管理的潛在激勵(lì)。 在我們前面的討論中,我們強(qiáng)調(diào) 通過(guò) 在企業(yè)層面不同的治理來(lái)考慮互補(bǔ)和替 代效應(yīng)的重要性。當(dāng)投資者考慮聲譽(yù)而非股權(quán)激勵(lì)時(shí),評(píng)價(jià)經(jīng)理的利己行為,執(zhí)行認(rèn)股權(quán)的描述會(huì)在公司預(yù)期的資本成本方面減少分量。所以除了有幫助的經(jīng)濟(jì)的考慮,激勵(lì)策略的制定涉及決策的判斷和那些被認(rèn)為合法的組織股東的行為。因此適當(dāng)性和具 體的獎(jiǎng)勵(lì)計(jì)劃的
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