Do corporate governance and managerial power induce abnormal CEO compensation contracts? an analysis of the Brazilian market

Abstract

<p class="Resumo">This research investigates the effect of corporate governance and managerial power in determining abnormal CEO´s compensation contracts. For this, we used a regression model with equations that measure the fair compensation of companies for each sector based on the CEO's ability, effort and performance characteristics, and we calculate the compensation, overpayment and underpayment from the residual of the equations. Subsequently, we analyzed the effect of governance practices and managerial power using overpayment and underpayment as dependent variables, over ten years (2011-2020), analysing companies from Brazil Stock Exchange - B3. We found that governance mechanisms and practices which reduce CEO´s power can be effective in obtaining fairer compensation packages regarding the overpayment. However, by analyzing insufficient compensation, we realized that such mechanisms and practices are not capable of adjusting compensation contracts, indicating that CEOs tend to influence compensation contracts to increase their gains, but they do not do so to reduce them to insufficient values.</p>