Answering the say for no pay

Christoph Van der Elst

Innovations in Corporate Governance

Global Perspectives

Edited by Susan Watson and P. M. Vasudev

The world is changing. Old certainties were swept away by the Financial Crisis of 2008. States are grappling with the implications of new thinking about the ways in which the role and nature of corporations should be viewed and therefore regulated. This timely study uses perspectives of scholars from around the world to highlight and provide critical analysis of innovations in corporate governance adopted in a range of jurisdictions, both mature and developing. Due to their primary importance, particular attention is paid to the governance of banks.

Monograph Book

Published in print:: 27 Oct 2017

ISBN:: 9781786432841

eISBN:: 9781786432858

DOI:: https://doi.org/10.4337/9781786432858

Pages:: 264

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Chapter 7: Answering the say for no pay

Christoph Van der Elst

Monograph Chapter

Published:: 27 October 2017

Category:: Monograph Chapter

DOI:: https://doi.org/10.4337/9781786432858.00016

Pages:: 151–190 (40 total)

Collection: Law 2017

Abstract

This chapter examines the effects of ‘say on pay’, more particularly, how companies in Europe respond to dissenting votes on executive remuneration. It aims to contribute to the scholarly literature on the subject, focusing particularly on the developments and trends in the UK and Belgium. The chapter presents studies of the effects of the voting down of remuneration reports, and suggests improvements to the existing system. The recommendations include new regulation in Belgium to provide more detailed guidelines for companies in dealing with negative votes and a two-strike system for say on pay. In the two-strike system, if a company fails the advisory shareholder vote on remuneration, the next vote should be binding. To seek the second vote, the company must amend remuneration practices so they address shareholder concerns.

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