Do proxy advisers offer good counsel about what pay package is best for a company? A study

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Do proxy advisers offer good counsel about what pay package is best for a company? A study by three business school professors, examining a large number of say-on-pay votes in 2011, concluded that in order to avoid a negative recommendation, corporations frequently adjusted their pay proposals to include features favored by proxy advisers. The researchers also found that the stock market reaction to these compensation program changes was statistically negative: The market reacted badly when companies changed their compensation packages in ways favored by proxy advisers. The authors conclude that “the outsourcing of voting to proxy advisory firms appears to have the unintended economic consequence that boards of directors are induced to make choices that decrease shareholder value.” David F. Larker, Allan L. McCall & Gaizka Ormazabal, Outsourcing Shareholder Voting to Proxy Advisory Firms (May 2013).

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