Disclosure of executive remuneration as a corporate governance control measures in South African listed companies

Abstract

Corporate governance and executive remuneration are not new phenomena, but have erupted to the forefront of corporate, academic and public attention as a result of a series of well publicized corporate collapses and scandals over the last decade, which have raised both a curiosity of executive remuneration levels, and an awareness of the potential impact of conflicts of interest between owners and executives in modern corporations. Although literature on corporate governance and executive remuneration in general is plentiful, there is a lack of comment on the relationships between certain specific components of these two broad constructs. These specific components, such as disclosure, executive remuneration and governance needed to be analysed individually before they could be combined into a whole that explains both their interrelationships with each other and the larger corporate governance sub-system, and ultimately in the corporation, as an organisational system. In view of greater globalisation of the world economy, and the market for executive talent, the consequent reforms in the fields of corporate governance and executive remuneration, as well as the changing competitive dynamics of modern corporations, it was necessary to examine whether traditional theory and regulatory frameworks have kept pace with corporate development. A review of both classic and current literature show vastly different approaches to both executive remuneration and corporate governance mechanisms practiced around the world. There is however a noticeable trend towards convergence of these different sub-systems.The most prominent differences in respect of these sub-systems relate to the extent to which disclosures are made. Some of these issues relate to full or limited disclosure, internal or external corporate governance measures to regulate executive remuneration, and differences in respect of a narrow shareholder focus or broad stakeholder focus of different interests in an organisation.