Background: CEO duality has been a highly discussed topic for the last 20 years. The trend shows that more and more companies and countries move towards a separation of the roles of CEO and chairman of the board, but the empirical results show little evidence that this is beneficial for firm performance. The two main accepted theories explaining if CEO duality has a positive or negative effect on firm performance has been the agency theory and the stewardship theory Purpose: The purpose of this study is to explain CEO duality´s effect on firm performance based on the agency and stewardship theory by analyzing and comparing the U.S. as an agency country versus Sweden & Japan as a stewardship country. The study also aims to contribute with evidence if a stewardship country as Sweden instead would benefit from a CEO duality board structure.   Method: To be able to fulfill our purpose was a deductive approach used for this study. A quantitative empirical method is used and data for the various dependent, independent and control variables were collected in order to get the results needed to be able to give answers to the stated hypotheses. The data collection consists of data from a total of 200 firms. 100 firms were collected from the U.S. market in order to represent the agency theory where 50 had a CEO duality board structure and 50 without. Furthermore, data from 50 Swedish non-CEO duality companies and 50 Japanese firms with CEO duality were collected as the stewardship country. The data was obtained between the years 2016-2020. Conclusion: The result indicates that CEO duality on some performance variables have a negative impact on firm performance. Contrary to our first hypothesis, our results suggested evidence that CEO duality had a negative effect on firm performance in the stewardship country (Sweden & Japan). In line with our second hypothesis, our results also suggested that CEO duality also had a negative impact on firm performance in the agency country, USA. Although not all performance variables were significant, the thesis could not provide any support for the stewardship theory explaining CEO duality relationship on firm performance.

The study explores the role that the CEO plays in the facilitation of the Strategic Management Process (SMP) within the small and medium sized companies on the JSE with a turnover between R10 to R80 mil. In answering the question “Is the facilitation of the SMP vested in the CEO alone or does he/she share the overall responsibility with Executives, Functional Managers, Supervisors or Consultants? In response to this question the findings purport that the majority view (69%) strengthen the CEO’s influential role in the facilitation of the SMP. This was evident within the launching and growth phase of the company, where the owner plays a big role as the visionary and as there is no formal distinction between the facilitation and the SMP. In contrast, we have to acknowledge the minority view (31%) of CEO’s who engages Executives, Functional Managers, Supervisors, Consultants and other selected personnel in strategic discussions, in ways to leverage their perspective and insights and create shared meaning and ownership. This could be used to develop skills in facilitation, reaffirm team norms and develop agility to respond timeously and strategically to rapid change. This bridges the transition from the higher growth phase and lower maturity phase of the company. For that reason this will enhance decision making, creativity, collaboration, enumerate core values and stimulate growth within the company.

This study expands on previous research regarding the effect of CEO performance on firm value. An event study is conducted using a market model of CEO successions and daily returns in order to generate predicted returns. Two separate regressions are run using a 3 day and 5 day event window respectively. The results of the regressions are using to compare abnormal returns between industries and market capitalization. While some daily abnormal returns are statistically significant, cross-sectional analysis of CAR are for the most part not significant. Further study is needed in order to come to a stronger conclusion.

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Thesis advisor: Fabio Schiantarelli / Thesis advisor: Thomas J. Chemmanur / After the 2007 financial crisis, a big attention has been dedicated to credit ratings. Whether ratings are capable to provide the most precise and timely information is a question that has been tackled from different angles. The possibility to discipline credit ratings via a regulatory mechanism, the influence that ratings may play on corporate governance decisions and the information they deliver in comparison to other financial intermediaries are the main points that this dissertation aims to address. The first paper compares the behavior of standard or issuer-paid rating agencies, represented by Standard & Poors (S&P) to alternative or investor-paid rating agencies, represented by the Egan-Jones Ratings Company (EJR) after the Dodd- Frank Act regulation is approved. Results show that both S&P and EJR ratings are more conservative, stable and, on average, lower after the Dodd-Frank implementation. However, EJR ratings are higher for firms that may generate high revenue for the rater. Additionally, I find that, after the regulation, S&P cares more about its reputation. Exploiting a measure that captures the bond marketís ability to anticipate rating downgrades, I show that, after Dodd-Frank, bond market anticipation decreases for S&P but increases for EJR, suggesting that S&P ratings are timelier. Finally, I study how the bond market responds to rating changes and how firms perceive ratings in their decision to issue debt in the post-Dodd-Frank period. Results suggest that both S&P downgrades and upgrades generate a greater bond market re- sponse. On the contrary, only EJR upgrades have a magnified effect on bond market returns. The greater informativeness of S&P ratings after Dodd-Frank is confirmed by the meaningful impact of these ratings on firm debt issuance. The second paper (coauthored with Annamaria C. Menichini) studies the relationship between credit rating changes and CEO turnover beyond firm performance. Using an adverse selection model that explicitly incorporates rating change related turnover, our model predicts that a downgrade triggers turnover, more so the lower the managerial entrenchment, but that this relation is weaker when the report provided by the rating agency is more reliable. Our empirical results support these predictions. We show that downgrades explain forced turnover risk, with the new CEO chosen outside the firm that has received the negative credit rating change. In addition, we find that the relation between rating changes and management turnover is stronger when the degree of managerial entrenchment is low, for firms characterized by a high level of investment and for firms less exposed to rating fees. Finally, we show that this relation has weakened in the post-2007 crisis period, in coincidence with the increased reputational concerns of the rating agencies. The results are robust to endogeneity concerns. The third paper (coauthored with Thomas J. Chemmanur and Igor Karagodsky) focuses on equity analysts, issuer-paid and investor-paid ratings. Equity analysts' forecasts and ratings assigned by issuer-paid credit rating agencies such as Standard and Poorís (S&P) and by investor-paid rating agencies such as Egan and Jones (EJR) all involve information production about the same underlying set of firms, even though equity analysts focus on cash flows to equity and bond ratings focus on cash flows to bonds. Further, the two types of credit rating agencies differ in their incentives to produce and report accurate information signals. Given this setting, we empirically analyze the timeliness and accuracy of the information signals provided by each of the above three types of financial intermediary to their investor clienteles and the information flows between these intermediaries. We find that the information signals produced by EJR are the most timely (on average), and seem to anticipate the information signals produced by equity analysts as well as by S&P. We find that changes in leverage are associated with lower EJR ratings but higher equity analysts' recommendations; further, credit rating changes by EJR have the largest impact on firms' investment levels. We also document an investor attention effect (in the sense of Merton, 1987) among stock and bond market investors in the sense that changes in equity analyst recommendations have a higher impact than either EJR or S&P ratings changes on the excess returns on firm equity, while EJR rating changes have a higher impact on bond yield spreads than either S&P ratings changes or changes in equity analyst recommendations. Finally, we analyze differences in bond ratings assigned to a given firm by EJR and S&P, and find that these differences are positively related to the standard proxies for disagreement among stock market investors.

Agency theory, proposed by previous studies such as Guidry, Leone, and Rock (1999) and Arya and Huey-Lian (2004), suggests that bonus and other accounting-metric-based compensation can motivate managers to perform well in the short horizon while equity-based compensation, such as restricted shares and stock options, can serve the purpose of aligning the long run interests of shareholders and managers. The empirical evidence, for example Jensen and Murphy (1990), Kaplan (1994), Hall and Liebman (1998), Murphy (1999), Zhou (2000), and Chowdhury and Wang (2009), confirms that incentive compensation is popular in many countries. However, recent studies suggest that the relation between performance and incentive compensation is weak. Shaw and Zhang (2010) find that CEO bonus compensation is less sensitive to poor earnings performance than it is to good earnings performance. Fahlenbrach and Stulz (2011) study the relation between bank performance during the 2008 bank crisis and the bonus and equity-based compensation of bank CEOs. They find that banks with CEOs whose incentives were better aligned with the interests of shareholders performed worse than other banks. This study examines whether ownership structure can explain the differences among compensation structures of chief executive officers (CEOs). In particular, we examine the compensation structure of three distinct groups: family-controlled, institution-controlled, and widely-held firms. We distinguish these three kinds of firms to represent different levels of market imperfection. Compared with family-controlled and institution-controlled firms, widely held firms have dispersed ownership. The most significant weakness of a widely-held ownership structure is the lack of shareholder monitoring due to the unmatched benefit and cost of monitoring for small shareholders. In contrast, a holder of a large block of shares will have the same monitoring costs but the benefits to this shareholder from monitoring management and reducing agency costs would be substantial and larger than the costs of monitoring. Thus the presence of a large shareholder will reduce the agency costs. In addition, large shareholders may be willing to spend time and effort continuously to collect more information on management performance or to estimate the firms investment projects. This behaviour will reduce the problems that arise from information asymmetry and will decrease the waste of free cash flows by managers. Both family-controlled firms and institution-controlled firms have large shareholders. However, whether or not the control shareholders are playing an active monitoring role is still an important issue. From the viewpoint of aligning the interests of managers and shareholders, the family-controlled group is superior to the institution-controlled group. First, institutions are more flexible in moving their ownership from one firm to another depending on performance. If the costs of monitoring are high in comparison to the costs of rebalancing portfolios, institutions will choose to rebalance instead of monitoring. In contrast, a family that controls a firm does not have this flexibility. Second, family-controlled firms generally assign influential positions to family members whose focus is in line with that of the family group. Even though a non family member may be appointed as the manager, the level of monitoring is significant given the high ownership concentration by the family. However, the level of monitoring by a family may not necessarily translate into a reduction of agency costs for minority shareholders. Indeed, previous studies suggest that significant family ownership may lead to agency costs of its own. The family may divert company resources for its own benefit despite the presence of a manager who may or may not be a family member. Essentially, the family and the manager can collude to spend on perks and personal benefits at the expense of minority shareholders. Chourou (2010) suggests that excessive compensation of chief executive officers at some family owned Canadian corporations may be viewed as expropriation of minority rights. Overall, the main objective of this study is to examine whether block-holder monitoring is a substitute to the incentive components of compensation. We propose that as we move from widely-held to institution-controlled the level of monitoring may or may not increase. However, as we move further into higher control, as may be suggested by family ownership, the level of monitoring will increase but this monitoring may not necessarily reduce agency costs. The results show that the institution-controlled firms pay significantly less bonus compensation per dollar of assets than widely-held firms but the differences in equity based compensation are not significant. In addition, the family-controlled corporations offer the lowest performance-based compensation, bonus per dollar of assets, in comparison to the institution-controlled and the widely-held groups. These results indicate that the family-controlled Canadian corporations rely more on monitoring managers than paying them incentive payments in the form of bonus payments. In addition, our results indicate that the institutions which control corporations may be monitoring the managers of these corporations but this monitoring does not significantly reduce the need for the long-term incentive components of compensation. This result suggests that institutions may monitor the short-term performance effectively but they may prefer rebalancing their portfolio rather than monitoring long term performance.

Agency theory, proposed by previous studies such as Guidry, Leone, and Rock (1999) and Arya and Huey-Lian (2004), suggests that bonus and other accounting-metric-based compensation can motivate managers to perform well in the short horizon while equity-based compensation, such as restricted shares and stock options, can serve the purpose of aligning the long run interests of shareholders and managers. The empirical evidence, for example Jensen and Murphy (1990), Kaplan (1994), Hall and Liebman (1998), Murphy (1999), Zhou (2000), and Chowdhury and Wang (2009), confirms that incentive compensation is popular in many countries. However, recent studies suggest that the relation between performance and incentive compensation is weak. Shaw and Zhang (2010) find that CEO bonus compensation is less sensitive to poor earnings performance than it is to good earnings performance. Fahlenbrach and Stulz (2011) study the relation between bank performance during the 2008 bank crisis and the bonus and equity-based compensation of bank CEOs. They find that banks with CEOs whose incentives were better aligned with the interests of shareholders performed worse than other banks. This study examines whether ownership structure can explain the differences among compensation structures of chief executive officers (CEOs). In particular, we examine the compensation structure of three distinct groups: family-controlled, institution-controlled, and widely-held firms. We distinguish these three kinds of firms to represent different levels of market imperfection. Compared with family-controlled and institution-controlled firms, widely held firms have dispersed ownership. The most significant weakness of a widely-held ownership structure is the lack of shareholder monitoring due to the unmatched benefit and cost of monitoring for small shareholders. In contrast, a holder of a large block of shares will have the same monitoring costs but the benefits to this shareholder from monitoring management and reducing agency costs would be substantial and larger than the costs of monitoring. Thus the presence of a large shareholder will reduce the agency costs. In addition, large shareholders may be willing to spend time and effort continuously to collect more information on management performance or to estimate the firms investment projects. This behaviour will reduce the problems that arise from information asymmetry and will decrease the waste of free cash flows by managers. Both family-controlled firms and institution-controlled firms have large shareholders. However, whether or not the control shareholders are playing an active monitoring role is still an important issue. From the viewpoint of aligning the interests of managers and shareholders, the family-controlled group is superior to the institution-controlled group. First, institutions are more flexible in moving their ownership from one firm to another depending on performance. If the costs of monitoring are high in comparison to the costs of rebalancing portfolios, institutions will choose to rebalance instead of monitoring. In contrast, a family that controls a firm does not have this flexibility. Second, family-controlled firms generally assign influential positions to family members whose focus is in line with that of the family group. Even though a non family member may be appointed as the manager, the level of monitoring is significant given the high ownership concentration by the family. However, the level of monitoring by a family may not necessarily translate into a reduction of agency costs for minority shareholders. Indeed, previous studies suggest that significant family ownership may lead to agency costs of its own. The family may divert company resources for its own benefit despite the presence of a manager who may or may not be a family member. Essentially, the family and the manager can collude to spend on perks and personal benefits at the expense of minority shareholders. Chourou (2010) suggests that excessive compensation of chief executive officers at some family owned Canadian corporations may be viewed as expropriation of minority rights. Overall, the main objective of this study is to examine whether block-holder monitoring is a substitute to the incentive components of compensation. We propose that as we move from widely-held to institution-controlled the level of monitoring may or may not increase. However, as we move further into higher control, as may be suggested by family ownership, the level of monitoring will increase but this monitoring may not necessarily reduce agency costs. The results show that the institution-controlled firms pay significantly less bonus compensation per dollar of assets than widely-held firms but the differences in equity based compensation are not significant. In addition, the family-controlled corporations offer the lowest performance-based compensation, bonus per dollar of assets, in comparison to the institution-controlled and the widely-held groups. These results indicate that the family-controlled Canadian corporations rely more on monitoring managers than paying them incentive payments in the form of bonus payments. In addition, our results indicate that the institutions which control corporations may be monitoring the managers of these corporations but this monitoring does not significantly reduce the need for the long-term incentive components of compensation. This result suggests that institutions may monitor the short-term performance effectively but they may prefer rebalancing their portfolio rather than monitoring long term performance.

The empirical results indicate a strong positive link between three important elements: the duration as CEO, the market capitalization of the company and the non-executive ownership. Our findings also indicate an important but negative impact of two variables on the CEO compensation: the institutional and block holder shareholders. We also observed that there is no CEO pay-performance elasticity for the Total and base salary: the control variables do not have a significant impact on changes in CEO compensation.   These results are in line with the ones of Ozkan (2011, p. 260-285). Those elements would demonstrate the active monitoring of these investors on the top management and especially on their remuneration. Those are also consistent with the paper of Khan et al. (2002, p. 1078-1088), which demonstrates the negative impact on CEO compensation of institutional ownerships when they are concentrated.   Our study didn’t find a strong correlation between the other variables as the board size or sales for example and the level of remuneration of the CEO. That would mean that the number of member of the board doesn’t significantly impact the discussion about the CEO remuneration.

In this thesis I examine the impact of the educational background of Chief Executive Officers (CEOs) on firm performance of listed firms in the Stockholm stock exchange. This area of research is important given that researchers in the area of behavioral finance and in management argue that CEO characteristics such as educational orientation, age and functional background influence the way business problems are perceived and the decision making process. The numerous and growing challenges which businesses face, particularly in the area of operations,cost-cutting and production efficiency makes the need to examine how CEO educational background could be beneficial for firm performance very relevant. Particular attention is on listed firms in the manufacturing, oil and gas, energy sector characterized by low instability (turbulence) and the IT industry characterized by rapid growth and high turbulence. Educational background information for 100 CEOs is examined between 2008-2010. The information gathered from the annual reports of these companies, shows that the educational path way for most CEOs in these industries has been an engineering degree. The regression analysis on CEO educational background and firm performance show no significant relationship. More specifically the regression analysis show no support for the assertion that firms controlled by CEOs with an educational background in engineering have a firm performance advantage or outperformed firms controlled by CEOs with other backgrounds such as law ,marketing and finance. In addition, the finding shows no significant relationship between CEO educational level (undergraduate or postgraduate) and firm performance. The analysis thus showed no support for the claim that firms controlled by CEO with a higher level of education (postgraduate degree) had a superior firm performance over firms controlled by a CEO who had an undergraduate degree.

CEO succession decisions are an important part of boards of directors’ responsibilities to shareholders. I study two aspects of these decisions. First, I examine whether or not forced CEO departure decisions are based on information that the board of directors has, but external investors do not. I find that the proxy for private information in the forced CEO departure decision is positively related to abnormal returns at the forced CEO departure announcement. This is consistent with the hypotheses that prior to the departure announcement, investors underestimate the probability of forced CEO departure, and that private information revealed in forced CEO departure announcements has positive implications for firm value. A second question related to boards of directors’ CEO succession decisions concerns their decisions to participate in the external market for CEO talent. I find evidence suggesting that board decisions to participate in the external market for CEO talent are influenced by the costs and benefits of doing so. Specifically, cross sectional analyses of a proxy for industry homogeneity shows that this variable is positively related to external labor market participation, more standardized search processes, and a higher likelihood that a newly appointed CEO will survive three years or more. These findings are generally consistent with prediction that when industries are more homogenous, external search costs are lower, and higher quality matches may be obtained. I also test hypotheses related to benefits of matching to individuals with industry specific skills versus general management skills. I find that for several alternative proxies for industry specific skill demand, there is a negative relation between demand for industry specific skills and the decision to hire externally outside the industry. This can be interpreted as support for hypotheses that cross sectional variation in benefits associated with industry specific skills leads to fewer CEO appointments outside the industry, while benefits of general management skills are associated with a higher likelihood of inter-industry CEO appointment.