Incentive Pay, CII update

Strong emphasis on time vesting awards:

CII overhauled its policy on executive compensation, urging public companies to dial back the complexity of pay plans for top executives and set longer periods for measuring performance for incentive pay. The new policy cautions against the pitfalls of performance-vesting awards and encourages companies to explore adopting simpler plans comprised of salary and restricted shares that vest over five years or more. The policy also recommends that companies consider barring the CEO and CFO from selling stock awarded to them until after they depart, to ensure management prioritizes the company’s long-term success. Although performance vesting share plans can work well for some companies, recent studies suggest they may not provide a strong enough connection to long-term company performance on a broad level, and use goals and metrics that can be numerous, overlapping, flexible and hard to understand.

CII notes:

For some companies, emphasis on restricted stock with extended, time-based vesting requirements—for example, those that might begin to vest after five years and fully vest over 10 (including beyond employment termination)—may provide an appropriate balance of risk and reward, while providing particularly strong alignment between shareholders and executives.Extended vesting periods reduce attention to short-term distractions and outcomes. As full-value awards, restricted stock ensures that executives feel positive and negative long-term performance equally, just as shareholders do. Restricted stock is more comprehensible and easier to value than performance-based equity, providing clarity not only to award recipients, but also to compensation committee members and shareholders trying to evaluate appropriateness and rigor of pay plans.

This is in line with work I’ve mentioned previously that Alex Edmans and Tom Gosling have done via the Purposeful Company.

The Power of Shareholder Votes: Evidence from Uncontested Director Elections

Abstract: This   paper asks whether dissent   votes in uncontested director   elections have consequences for directors.We  show that,contrary to popular belief based on  prior studies, shareholder votes have power and result in negative consequences for directors. Directors facing dissent  are more likely to depart boards, especially if they are not lead directors or chairs of important committees. Directors  facing dissent who do not leave are moved to less prominent positions on boards. Finally, we find evidence that directors facing  dissent face reduced opportunities in the market for directors.We also find that the effects of dissent votes go beyond those of proxy advisor recommendations.

Comment: This suggests that any amount of dissenting vote is an important signal, not necessarily the win/lose results. To me, this shows that shareholders (especially if you are voting on behalf of others) need to carefully consider how they should vote on directors even if that vote looks certain to pass.

Link to paper here:

Aggarwal, Reena and Dahiya, Sandeep and Prabhala, Nagpurnanand, The Power of Shareholder Votes: Evidence from Uncontested Director Elections (March 22, 2016). Robert H. Smith School Research Paper No. RHS 2609532; Georgetown McDonough School of Business Research Paper No. 2609532. Available at SSRN: or

Impact Investing papers on return, healthcare over 200 years

Two short papers for ESG/IMpact and one for healthcare specialists

 Impact funds earn 4.7% lower IRRs compared to traditional VC funds (Barber et al, 2015, update 2018)

“We document that investors derive nonpecuniary utility from investing in dual-objective venture/growth equity funds, thus sacrificing financial returns. In reduced form, impact funds earn 4.7% lower IRRs compared to traditional VC funds. Likewise, random utility/willingness-to-pay (WTP) models of investment choice indicate investors accept 3.4% lower IRRs for impact funds. We rule out alternative interpretations of risk, liquidity, and naiveté. Development organizations, banks, public pensions, Europeans, and UNPRI signatories have high WTP; endowments and private pensions have none. ..”

But also see -

“…Over the past two years the organizations we work for—the Rise Fund, a $2 billion impact-investing fund managed by TPG Growth, and the Bridgespan Group, a global socialimpact advisory firm—have attempted to bring the rigor of financial performance measurement to the assessment of social and environmental impact. Through trial and error, and in collaboration with experts who have been working for years in the field, the partnership between Rise and Bridgespan has produced a methodology to estimate—before any money is committed—the financial value of the social and environmental good that is likely to result from each dollar invested. Thus social-impact investors, whether corporations or institutions, can evaluate the projected return on an opportunity. We call our new metric the impact multiple of money (IMM)….” Note, TPG are actively promoting their fund - serious investors, but expect them to be arguing this case.

One confounding problem on IRR, returns is that the idea of the risk taken to achieve those returns is difficult to assess - one could argue practially impossible - and thus risk-adjusted comparisons which would better will never be known and thus this question not ever fully answered.


Two Hundred Years of Health and Medical Care: The Importance of Medical Care for Life Expectancy Gains (Catillon, 2018)

H/T Tyler Cowen, is a long reaching look at how medical care has impacted life expectancy (or not) over 200 years of data in the state of Mass, US.

“Using two hundred years of national and Massachusetts data on medical care and health, we examine how central medical care is to life expectancy gains. While common theories about medical care cost growth stress growing demand, our analysis highlights the importance of supply side factors, including the major public investments in research, workforce training and hospital construction that fueled a surge in spending over the 1955-1975 span. There is a stronger case that personal medicine affected health in the second half of the twentieth century than in the preceding 150 years. Finally, we consider whether medical care productivity decreases over time, and find that spending increased faster than life expectancy, although the ratio stabilized in the past two decades. “