Reviewing executive remuneration decision-making and reporting: implications for theory and practice

The purpose of this viewpoint is to comment on the implications of the Financial Reporting Council’s (FRC) Review and Consultation Documents expected to update regulation governing the determination/reporting of executive remuneration in UK stock market listed companies. Practical points from actors involved in executive remuneration decision-making/reporting are presented, set within the context of neo-institutional theory.

This qualitative research systematically analyses UK Corporate Governance Codes, the FRC’s recent Review/Consultation and peer-reviewed published studies of executive pay determination based on in-depth interviews with non-executive directors, institutional investors, executive pay advisers and human resources (HR) professionals.

Further regulation, while providing coercive influence over executive remuneration decision-making, is likely to lead to only limited change in processes and reporting due to benchmarking, the make-up of Remco membership and shareholders' preferences. Mimetic and normative isomorphic forces work against coercive isomorphism leading to resistance to change as decision-makers strive to safeguard their social status/reputations.

Reviewing executive remuneration package components and paying attention to company strategy, sustainability and values in pay determination are welcomed but recognised as difficult to achieve. Drawing upon a wider range of information sources/voices can assist in broadening the discussion. HR professionals can help widen stakeholder input to executive remuneration decision-making.

The authors’ viewpoint is grounded in peer-reviewed empirical data that draws directly upon the views/experiences of executive remuneration decision-makers to identify problems in adhering to FRC recommendations for change. The authors extend the meta-theoretical perspective of neo-institutional theory – specifically institutional isomorphism – as providing explanatory and predictive power to understand executive pay decision-making.