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AbstractManuscript TypeReviewResearch Question/IssueThis study focuses on the role of Say‐on‐Pay as a mechanism that aims to promote the efficiency of corporate governance by providing an additional channel for the expression of shareholder "voice." Initially introduced in the UK, Say‐on‐Pay has subsequently been adopted in a large number of countries and it has recently received significant attention from regulators, media, and the general public. The purpose of this study is to review prior literature related to Say‐on‐Pay and its impact on firm value and corporate decision making.Research Findings/InsightsOur study highlights the interdisciplinary nature of research on Say‐on‐Pay. We also shed light on conceptual gaps and empirical discrepancies in prior studies, indicating that many questions linked to Say‐on‐Pay and its importance for the executive pay‐setting process remain largely unanswered.Theoretical/Academic ImplicationsAt a theoretical level, we highlight potential areas for development of the existing theoretical framework for Say‐on‐Pay, which is at present rather limited and primarily influenced by agency theory. At an empirical level, we propose a substantial number of avenues for fruitful future research on this topic.Practitioner/Policy ImplicationsIn the light of recent proposals for extending the role of Say‐on‐Pay within the corporate governance framework, our findings are particularly relevant to regulators. More thought is needed about changing its nature from advisory to binding, as the degree of its effectiveness and the dynamics of the voting process are still unclear. Our study could also be informative for the media and the general public, especially given the increasing attention afforded to Say‐on‐Pay.

We investigate how age diversity on corporate boards affects their monitoring performance. Despite the critical importance of the monitoring function of the board, previous studies focus mainly on the advisory role of age-diversified boards. Our emphasis is on banks where the opacity in their complex operations poses a challenge for external stakeholders to assess performance and thus they heavily rely on the board for monitoring managerial activities. We examine how age diversity affects one of the primary monitoring roles of corporate boards – a responsibility over the provision of high-quality financial reports. Using a large panel data of banks in the United States ( N = 7005) our findings suggest that age-diversified boards are associated with less earnings management, indicative of higher-quality reporting. Our results still hold for different indicators of the monitoring performance of the board in other areas, such as loan risk. Further analysis reveals that, as age diversity increases, the strength of the board's monitoring effectiveness also increases. Overall, our findings suggest that age-diversified boards are more effective at monitoring managerial decision making.

Class analysis has undergone a 'cultural turn' in recent years, driven most notably by the growing influence of the work of Pierre Bourdieu. We seek to connect this perspective with organization studies via an analysis of the political, economic and cultural cleavages that exist within a sample of professionals, managers and executives – summarily, the UK professional class. The results show that significant cleavages exist within the UK professional class in terms of economic and cultural capital composition and political dispositions. However, the most significant differences observable are not related to classic materialist 'left' and 'right' perspectives as recent research elsewhere suggests, but on more epiphenomenal issues such as immigration, equal rights and the environment. In an era where the professions find themselves in crisis (Leicht, 2016), the results imply that professional groups should take politics more seriously and actively articulate how professional expertise can contribute to the common good.

ABSTRACTManuscript Type:EmpiricalResearch Question/Issue:This paper provides new evidence on the effect of compensation consultants on CEO pay.Research Findings/Insights:We produce new evidence on the managerial power approach (MPA) to corporate governance by examining the influence of compensation consultants on CEO pay structures and the decision to hire a compensation consultant in the UK. We find evidence that is not consistent with the MPA. Contrary to the MPA predictions, we find that the positive effect of consultants on CEO pay levels mainly stems from an increase in equity‐based compensation. We show that consultants exert a negative influence on basic (cash) pay. In addition, we illustrate that the choice of hiring a consultant can be explained by economic determinants, e.g., firm governance characteristics. The existence of a powerful CEO does not increase the likelihood of hiring a pay consultant. The results are robust to several model specifications and tests for selection bias.Theoretical/Academic Implications:The results indicate that compensation consultants may have a positive effect on the structure of CEO pay since they encourage incentive‐based compensation. We also show that economic determinants, rather than CEO power, explain the decision to hire compensation consultants. Overall, our results cast doubts on the conclusions of the MPA regarding the role of compensation consultants. Their role can be better explained within the optimal contracting framework.Practitioner/Policy Implications:This study offers insights to the positive effect the hiring of a pay consultant could have towards the design of a CEO pay contract.

Research Question/ Issue: This paper provides new evidence on the effect of compensation consultants on CEO pay. Research Findings/ Insights: We produce new evidence on the managerial power approach (MPA) to corporate governance by examining the influence of compensation consultants on CEO pay structures and the decision to hire a compensation consultant in the UK. We find evidence that is not consistent with the MPA. Contrary to the MPA predictions, we find that the positive effect of consultants on CEO pay levels mainly stems from an increase in equity based compensation. We show that consultants exert a negative influence on basic (cash) pay. In addition, we illustrate that the choice of hiring a consultant can be explained by economic determinants, e.g. firm governance characteristics. The existence of a powerful CEO does not increase the likelihood of hiring a pay consultant. The results are robust to several model specifications and tests for selection bias. Theoretical/ Academic Implications: The results indicate that compensation consultants may have a positive effect on the structure of CEO pay since they encourage incentive based compensation. We also show that economic determinants, rather than CEO power, explain the decision to hire compensation consultants. Overall, our results cast doubts on the conclusions of the MPA regarding the role of compensation consultants. Their role can be better explained within the optimal contracting framework. Practitioner/ Policy implications: This study offers insights to the positive effect the hiring of a pay consultant could have towards the design of a CEO pay contract.

Class analysis has undergone a 'cultural turn' in recent years, driven most notably by the growing influence of the work of Pierre Bourdieu. We seek to connect this perspective with organization studies via an analysis of the political, economic, and cultural cleavages that exist within a sample of professionals, managers, and executives—summarily, the UK professional class. The results show that significant cleavages exist within the UK professional class in terms of economic and cultural capital composition and political dispositions. However, the most significant differences observable are not related to classic materialist 'left' and 'right' perspectives as recent research elsewhere suggests, but to more epiphenomenal issues such as immigration, equal rights, and the environment. In an era where the professions find themselves in crisis (Leicht 2016), the results imply that professional groups should take politics more seriously and actively articulate how professional expertise can contribute to the common good.