A rising number of corporate directors are expressing their frustration with
spiraling CEO pay. Just don’t ask them to take any responsibility for it.
Roughly three out of 10 directors believe that CEO compensation is “too high
in most cases,” according to a new study by recruiter Heidrick & Struggles
and the University of Southern California’s Marshall School of Business.
Even more shocking: Nine out of 10 directors said they thought CEO pay should
be no more than two to three times higher than that of the next highest-paid
executive. The study polled 227 directors of U.S. public companies.
The average CEO of an S&P 500 company got $14.8 million in total
compensation in 2006, a 9.4 percent rise from 2005, according to the Corporate
Library.
The findings of the USC study beg the question: Why are these board members
signing off on excessive pay packages? After all, a board’s compensation
committee is charged with setting the level and type of compensation given to
chief executives.
Ed Lawler, a professor of business at the USC and co-author of the study,
says that board members swear it’s not their fault; compensation consultants,
they claim, are the major reason CEO pay is so out of control.
“Directors are saying that in the interest of making more money, compensation
consultants keep coming up with new incentive products that boards have to buy
to stay competitive with their peers,” Lawler says. “So in some ways, yes, they
contribute.”
But Lawler adds, “Compensation consultants don’t sign off on executive pay,
directors do.”
Rep. Henry Waxman, D-California and chairman of the House Oversight
Committee, has been investigating the role of compensation consultants in
setting executive pay. Last week, he asked the compensation committee chairs of
all Fortune 250 companies to provide additional information on how consultants
are used to determine pay.
In December 2007, Waxman’s committee issued a scathing report that found
widespread conflicts of interest among compensation consultants.
The report claimed that roughly half of Fortune 250 companies used outside
advisors that were also providing much more lucrative services—such as employee
benefits administration, human resources management and actuarial services—to
these major clients at the same time.
Filed by Jeff Nash of Financial Week, a sister publication of Workforce
Management. To comment, e-mail editors@workforce.com.