上市公司股权激励问题研究外文翻译

Growth and the Valuation of SharesLintnerListed companies in the dividend distribution policy to some extent direct impact on the operation of funds of listed companies. The company paid to its shareholders the remaining surplus of retained earnings in the enterprise, there Cixiaobizhang relationship. Therefore, the dividend distribution policy is decided how much dividend distribution to shareholders, has decided to stay in the number of enterprises. Reduce the dividend distribution, which will increase corporate retained earnings, reducing the external financing needs. So dividend policy is also financing the internal decision-making enterprises. In this paper, often used to make a dividend distribution policy briefly discussed.Dividend in the actual operation, the choice of dividend distribution policy has the following four:First, the remaining dividend distribution policyDividend and the company's capital structure related to investment and capital structure, in turn, constitute the necessary funds, the dividend distribution policy should in fact be the cost of capital and investment opportunities in the double impact. The remaining dividend distribution policy is that the company has good investment opportunities, in accordance with the objectives of certain capital structure (the optimal capital structure), to calculate the required equity capital investment, the first of retained earnings, and then the remaining surplus as a dividend to be Distribution. If there is no surplus, not dividends. Use the remaining dividend distribution policy to be followed by five steps: (1)identification of investment projects, looking for profitable investment opportunities. (2)target capital structure, which is identified with the debt equity capital ratio of capital to the weighted average cost of capital (integrated cost of capital rate) reached the lowest level as the standard. (3) target capital structure of the equity investment required amount.(4)maximize the use of the company's retained earnings to meet the investment programmes of the equity capital required amount. (5)investment programme for equity capital have been met if the remaining surplus, and then as dividends paid to shareholders.Choice of the remaining dividend distribution policy, will mean that only the remaining surplus for dividend payment. The model is based on the stock price has nothing to do with the distribution of dividends, investors in the dividend and capital gains do not have a preferred, but will investors get dividends on the secondary position, its fundamental purpose is to maintain the ideal capital structure, the weighted average cost of capital Minimum, thus realizing the company to maximize profits.Second, the continued growth of fixed or dividend distribution policyThe continued growth of fixed or dividend distribution policy is to distribute the annual dividend fixed at a specific level, and in the longer period of time regardlessof how the company's profitability, the financial situation of how the distribution of the dividend remains unchanged. Only when the company that future earnings will be significant, and irreversible growth, will be able to maintain the amount of dividends paid to a higher level, will increase the annual dividend payment amount. However, inflation in the circumstances, most companies will then raise the surplus, and the majority of investors want companies to provide more than offset the adverse effects of inflation dividends, long-term inflation in the years should also increase the amount of dividend payment .Sustained growth of fixed or dividend distribution policy is aimed at avoid because of poor management and reduction of dividend. To take such dividend distribution policy of the reasons is: First, a stable dividend for the company to market convey the normal development of the information, to establish a good image of the company, enhance the confidence of investors in the company, stable stock prices. Second, the stability of the amount of dividends to investors for dividend income and expenditure, especially for those who are dependent on dividends shareholders especially. Mandrax Mandrax high dividends and low stocks, will not be welcomed by these shareholders, the stock price will drop. Third, the stability of the dividend distribution policy may be inconsistent with the remaining dividend theory, but taking into account the stock market will be a variety of factors, including the psychological state of shareholders and other requirements, in order to maintain a stable dividend level, Even if some deferred investment programme or temporarily deviate from target capital structure, may also reduce the dividend or lower than the dividend growth rate of more favorable.In view of this, the company only used or continued growth in the fixed dividend distribution policy in order to maximize the company shares in order to achieve the maximization of the company's financial goals. The dividend distribution policy is that the shortcomings of the dividends paid out of touch with the surplus. When the lower earnings still support a fixed dividend, it might lead to a shortage of funds, financial situation worsened, not the same as the surplus into the dividend distribution policy as to maintain a lower cost of capital.Third, to pay a fixed dividend rate policyDividend policy to pay a fixed rate, the company set a dividend amount of the surplus ratio (dividend payment rate), this ratio of long-term policy to pay dividends. In this dividend distribution policy, the dividends for investors as the company's net profit after tax changes and fluctuations, when the company increased net profit, the stock dividend for investors has increased, but decreased. The higher rate of pay fixed dividends, the company retained surplus is less. Fixed rate of dividend payment distribution model first consider the distribution of dividends, before considering the retained earnings, with the remaining dividend distribution model contrary to the order. In the policy, the dividend payment rate, once established, generally are not allowed to randomly change, the company's profit after tax is determined by calculation, the distribution of the dividend will accordingly identified.Fixed rate of dividend payment policy is based on investor risk aversion, like the reality of the proceeds to determine the distribution of dividends to meet theaspirations of investors, and the distribution of dividends and stock price are relevant and meet the aspirations of the investors, will support the company Shares in a higher position, shares will maximize the realization of the company's financial goals to maximize. But in this policy under the annual dividend for the larger changes, the company easily create the impression of instability, adverse to stabilize stock prices.Third, to pay a fixed dividend rate policy Dividend policy to pay a fixed rateThe company set a dividend amount of the surplus ratio (dividend payment rate), this ratio of long-term policy to pay dividends. In this dividend distribution policy, the dividends for investors as the company's net profit after tax changes and fluctuations, when the company increased net profit, the stock dividend for investors has increased, but decreased. The higher rate of pay fixed dividends, the company retained surplus is less. Fixed rate of dividend payment distribution model first consider the distribution of dividends, before considering the retained earnings, with the remaining dividend distribution model contrary to the order. In the policy, the dividend payment rate, once established, generally are not allowed to randomly change, the company's profit after tax is determined by calculation, the distribution of the dividend will accordingly identified.Fixed rate of dividend payment policy is based on investor risk aversion, like the reality of the proceeds to determine the distribution of dividends to meet the aspirations of investors, and the distribution of dividends and stock price are relevant and meet the aspirations of the investors, will support the company Shares in a higher position, shares will maximize the realization of the company's financial goals to maximize. But in this policy under the annual dividend for the larger changes, the company easily create the impression of instability, adverse to stabilize stock prices.The last,Yurika additional shares normal low dividend policyYurika additional shares normal low dividend policy, a company in normal circumstances only pay a fixed annual amount of the dividend lower in corporate earnings more and better financial situation of the year, according to the actual situation further release of additional dividends to shareholders. However, additional dividends is not fixed, does not mean that the company permanently raise the required rate of dividend payment. Stock real goods or services provided to the customer business entity. The delivery of these goods and services customers time may also influence the cash flow. Articles in the excessive inventory becomes expensive, because they are more easily damaged, or can become obsolete. Although there is now way, the company can reduce the loss of goods allowed to cancel out, commercial enterprises have set up sales of goods and services, without their product is out of date. The company needs a responsible person to understand what is inventory, and this information must be effectively communicated to the sales force. An effective sales force training can use this information to the understanding of what the pricing model, in order to recruit. At the same time, the sales manager can use this information to the foundation and development unit.Adopt this policy was mainly due to: first, such dividend distribution policy so that companies with greater flexibility, when compared with fewer or more of thecapital investment required, to maintain a lower but set the normal dividend The level of dividends, shareholders will not have dividends fell flu, to maintain the existing stock prices and achieve its goals. When companies have a more substantial increase in earnings and surplus cash, the issuance of additional dividend may be appropriate. The company's dividend will be distributed additional information to stock investors so that they enhance the company's confidence is conducive to the stability and stock prices rose. Second, the dividend distribution policy that will enable those who rely on the shareholder dividend to live at least a year could be lower though, but relatively stable dividend income, which attracted this part of the shareholders.Several more dividend distribution policy claims, the company in dividend distribution, we should learn from its basic ideological decision-making, to suit their own specific reality of the dividend distribution policy, enabling the company to maintain stability, sustained growth, Shareholders can receive more benefits in order to achieve the company's financial goals to maximize.。

SHANDONGＵＮＩＶＥＲＳＩＴＹＯＦＴＥＣＨＮＯＬＯＧＹ外文翻译学院：商学院专业：会计系学生姓名：***学号： **********指导教师：***2011 年 6 月SOE Execs: Get Ready For Stock IncentivesTAN WEIStock option incentive plan will soon be available to state-owned enterprise executives, but will it lead to greater prosperity or new problems?A trailblazing new scheme to infuse state-owned enterprises (SOEs) with incentive stock options is under way. It’s a plan that may bolster company performance, but it’s not without risks.On August 15, Li Rongrong, Minister of the State-owned Assets Supervision and Administration Commission (SASAC), disclosed that after careful study, a stock option incentive trial plan will be carried out in the listed SOEs.According to the trial plan, about 102 A-share listed SOEs are expected to be the trial companies. The short list of some of those expecting to participate includes: China Unicom, Citic Group, Kweichow Moutai, China Merchants Bank and Beijing Financial Street Holding Co.Stock option incentive plan is designed to entice executives to work hard for the long - term development of their companies. As stocks rise based on company performance, they too gain through this profits haring arrangement. This kind of incentive plan is popular in foreign countries, especially in the United States, where stock options can account for as high as 70 percent of a CEO’s income. Further, many economists believe the stock option incentive plan optimizes corporate governance structure, improve management efficiency and enhance corporate competitiveness.On the other hand, after the Measure s on the Administration of Stock Incentive Plans of Listed Companies was issued early this ye a r, some of the companies turned out to have misused the incentive stock options. The result was insider dealings, performance manipulation as well as a manipulation of the company stock price.“Although the stock option incentive scheme is a frequently used tool to encourage top management, it could also be a double - edged sword especially in an immature market economy,” Li said. The SASAC is therefore taking a cautious approach, placing explicit requirements on corporate governance, the target and extent of the incentive measures, Li added.Li stated that the overseas-listed SOEs would be the first few companies that willimplement the mechanism because of their sound management structure and law-abiding nature. Then the domestic listed SOEs will have the chance to embrace incentive stock options, which would be promoted if the trial results were good.Executive face-liftAs for more than 900 listed SOEs, the personnel structure of the boards of directors will pro b ably face substantial change. That’s because the plan states that if the s t o ck option incentive mechanism is going to be implemented in listed SOEs, external directors should account for half of the board of directors.The trial plan introduced the concept of external directors for the first time. The external director should be legally recommended by directors of listed SOEs, and should not be working in the listed SOEs or in a holding company, said the plan. However, currently, most of boards of directors of listed SOEs are not in compliance with the requirement. They have to readjust the structure of board of directors to fit in with the new mechanism.“For most of the SOEs which are listed in the A-share market, their boards of directors are made up of non-external directors and independent directors, which means that apart from independent directors, members of board of directors are all working for the listed company or for the large shareholder,” said Zhu Yongmin, an economist with the Central University of Finance and Economics. “If the stock option incentive mechanism is to be carried out in those companies, a large-scale restructuring of board of directors is unavoidable and external directors must be introduced into the board.”China Securities Regulatory Commission (CSRC) stipulates that an independent directo r is one who doesn’t hold another office beyond his job as a director, and has no such relations with major share holder that would interfere with the exercise of independent and objective judgment.“Currently, the independent directors of listed companie s can be categorized as external directors,” Zhu said. “However, the definition of external director is much broader than independent director. Those who work for a company which has business ties with a listed company, though they do not meet the requirements of being an independent director, but can be considered an external director.”Additionally, the trial plan also stipulates that the salary committee of listed SOEsthat exercise the stock option incentive mechanism should be composed of external directors. However, for most of the listed companies, there are still non - external directors. As a result, a considerable number of listed SOEs need to transform their salary committee to fulfill the prerequisites of the stock option incentive mechanism.Avoiding over-compensationOver- compensation is something that the trial stock plan is trying to avoid as well.Therefore, the trial plan states that domestic listed SOEs’ executives should receive no more than 30 percent of their total salary (including options and dividends). But as for the overseas-listed SOEs, the maximum incentive is 40 percent of the target salary.The trial plan also fixes the volume of incentive stock options.The trial plan states that the volume of incentive stock options should be fixed in accordance with the scale of the listed company and the number of incentive objectives. The number of share allocated may not exceed 10 percent of the company’s total share capital and no less than 0.1 percent.In fact, Beijing Review was informed by the CSRC that some 20 listed SOEs also began exploring stock option incentive schemes in the first half of this year. But none of them received approval from the CSRC because their schemes revealed sharp contrast with the trial plan in terms of the scale of incentive stock options offered.Results-orientedUnder the trial plan, better performance is a must to obtain stock privileges.The number of incentive stock options that senior executives in listed SOEs can get depends on their annual performance. If they cannot fulfill the targeted objective s , the listed company may have the right to take back the incentive the stock options or purchase them back at the price at which they we re sold to the executives .Zhu Yongmin noted that the stock option incentive plan is not invariable. The directors of listed companies, senior executives, and core technological and management personnel may not get the target stock options if they fail to achieve a satisfactory performance.No freebiesFor sure, sta te stocks won’t be given to executives for free, under the trial plan.“The state stocks have prices,” Zheng said. “If they we re paid to senior executives for free in the name of incentive stocks, it is equal to a loss of state assets. To elaborate, the incentive stocks should be the increment of stocks that are earned by the executives for listed SOEs after the implementation of the trial plan, and should not be previous stock inventory. In short, the past is past. Only future stock increases can be used as incentive stocks.”Further, “The incentive stocks should not be paid only by the SASAC, which is the largest shareholder of all the central SOEs,” said Zheng Peimin, Chairman of Shanghai Realize Investment Consulting Co., who took part in drafting the trial plan,. “ The incentive plan should be a joint action of all share holders of a company and they should shoulder the same responsibility and enjoy equal benefit .”Already, share holders pay for salaries of directors, senior executives and technology management staff.“The incentive stocks should also be paid by all shareholders.” Zheng said. “For instance, if the government, or a state owned enterprise, holds 60 percent of a listed SOE, they should only pay 60 percent of the incentive stocks and 40 percent should be paid by other share holders.”Investor pricing of CEO equity incentivesJeff P. Boone Inder K. Khurana K. K. RamanAbstractThe main purpose of this paper is to explore CEO compensation in the form of stock and options.The objective of CEO compensation is to better align CEO-shareholder interests by inducing CEOs to make more optimal (albeit risky) investment decisions. However, recent research suggests that these incentives have a significant down-side (i.e., they motivate executives to manipulate reported earnings and lower information quality). Given the conflict between the positive CEO-shareholder incentive alignment effect and the dysfunctional information quality effect, it is an open empirical question whether CEO equity incentives increase firm value. We examine whether CEO equity incentives are priced in the firm-specific ex ante equity risk premium over the 1992–2007 time period. Our analysis controls for two potential structural changes over this time period. The first is the 1995 Delaware Supreme Court ruling which increased protection from takeovers (and decreased risk) for Delaware incorporated firms. The second is the 2002 Sarbanes–Oxley Act which impacted corporate risk taking, equity incentives, and earnings management. Collectively, our findings suggest that CEO equity incentives, despite being associated with lower information quality, increase firm value through a cost of equity capital channel.Keywords：CEO equity incentives，Information quality，Cost of equity capitalIntroductionIn this study, we investigate investor pricing of CEO equity incentives for a large sample of US firms over the period 1992–2007.Because incentives embedded in CEO compensation contracts may be expected to influence policy choices at the firm level, our objective is to examine whether CEO equity incentives influence firm value through a cost of equity capital channel.Prior research (e.g., Jensen et al. 2004; Jensen and Murphy 1990) suggests that equity- based compensation, i.e., CEO compensation in the form of stock and options, provides the CEO a powerful inducement to take actions to increase shareholder value (by investing in more risky but positive net present value projects). Put differently,equity incentives are expected to help mitigate agency costs by aligning the interests of the CEO with those of the shareholders, and otherwise help communicate to investors the important idea that the firm’s objective is to maximize shareholder wealth (Hall and Murphy 2003).However, recent research contends that equity incentives also have a perverse or dysfunctional downside. In particular, equity-based compensation makes managers more sensitive to the firm’s stock price, and increases their incentive to manipulate reported earnings—i.e., to create the appearance of meeting or beating earnings benchmarks (such as analysts’ forecasts)—in an attempt to bolster the stock price and their personal wealth invested in the firm’s stock and options (Bergstresser and Philippon 2006; Burns and Kedia 2006; Cheng and Warfield 2005). Stated in another way, CEO equity incentives can have an adverse effect on the quality of reported accounting information. As noted by Bebchuk and Fried (2003) and Jensen et al. (2004), by promoting perverse financial reporting incentives and lowering the quality of accounting information, equity-based compensation can be a source of, rather than a solution for, the agency problem.Despite these arguments about the putative ill effects of equity incentives, equity-based compensation continues to be a salient component of the total pay packages for CEOs. Still, given the conflict between the positive incentive alignment effect and the dysfunctional effect of lower information quality, it is an open empirical question whether CEO equity incentives increase firm value. To our knowledge, prior research provides mixed evidence on this issue. For example, Mehran (1995) examines 1979–1980 compensation data and finds that equity-based compensation is positively related to the firm’s Tobin’s Q. By contrast, Aboody (1996) examines compensation data for a sample of firms for years 1980 through 1990, and finds a negative correlation between the value of outstanding options and the firm’s share price, suggesting that the dilu tion effect dominates the options’ incentive alignment effect. Moreover, both these studies are based on dated (i.e., pre-1991) data.In our study, we examine whether CEO equity incentives are related to the firm-specific ex ante equity risk premium, i.e., the excess of the firm’s ex ante cost of equity capital over the risk-free interest rate (a metric discussed by Dhaliwal et al. 2006).Consistent with Core and Guay (2002), we measure CEO equity incentives as the sensitivity of the CEO’s stock and optio n portfolio to a 1 percent change in the stockprice. Based on a sample of 16,502 firm-year observations over a 16 year period (1992–2007), we find CEO equity incentives to be negatively related to the firm’s ex ante equity risk premium, suggesti ng that the positive incentive alignment effect dominates the dysfunctional effect of lower information quality.In other analysis, we attempt to control for two regulatory (structural) changes that occurred during the 1992–2007 time period of our study.As pointed out by Daines (2001), regulatory changes can have an impact on firm values and returns as well as the structure of executive compensation. First, Low (2009) finds that following the 95 Delaware Supreme Court ruling that resulted in greater takeover protection, managers reduced firm risk by turning down risk-increasing (albeit positive NPV) projects. In response, firms increased CEO equity incentives to mitigate the risk aversion. Potentially, the impact of the Delaware ruling on managers’ r isk aversion and the follow-up increase in equity incentives (to mitigate the increase in managers’ risk aversion following the ruling) may have resulted in a structural change in our sample at least for firms incorporated in Delaware. To control for this potential structural impact, we perform our analysis for Delaware incorporated firms for 1996–2007 separately. Our results suggest that the favorable effect of CEO equity incentives on firm value (as reflected in the lower ex ante equity risk premium) is similar for Delaware firms and other firms.Second, a number of studies (e.g., Cohen et al. 2007, 2008; Li et al. 2008) indicate that the 2002 Sarbanes–Oxley Act (SOX) lowered equity incentives (i.e., reduced the proportion of equity incentives to total compensation post-SOX), reduced managerial risk taking, decreased spending on R&D and capital expenditures, and reduced accruals-based earnings management while increasing real earnings management. Since real earnings management is potentially more difficult for investors to detect than accruals-based earnings management, a possible consequence of SOX could be an increase in agency costs since 2002. To control for the potential structural changes imposed by SOX both in terms of expected returns and the level of equity incentives, we perform our analysis for the pre-SOX and post-SOX time periods separately. For each of the two time periods, our results suggest a favorable effect of CEO equity incentives on firm value (as reflected in the lower ex ante equity risk premium), although the effect appears to be stronger in the post-SOX period.Our study contributes to the literature on the valuation of equity incentives. Weprovide (to our knowledge) first-time evidence on the relation between CEO equity incentives and the ex ante cost of equity capital. Prior research has focused by and large on the consequences of managerial equity incentives for firm performance (Mehran 1995; Hanlon et al.2003) and risk taking (Rajgopal and Shevlin 2002; Coles et al. 2006; Hanlon et al. 2004) rather than on valuation per se. As noted previously, to our knowledge only two prior studies (Aboody1996 and Mehran 1995, both based on pre-1991 data) have examined the pricing of managerial equity incentives, with mixed results.In our study, we provide evidence on the valuation effects of CEO equity incentives based on more recent (1992–2007) data. By focusing on more recent data, our findings relate to a growing line of research on the association between equity-based compensation and accounting information quality. Specifically, Coffee (2004) suggests that the $1 million limit on the tax deductibility of cash compensation for senior executives imposed by Congress in 1993 motivated firms to make greater use of equity compensation which, in turn, increased the sensitivity of managers to the firm’s stock price. Bergstresser and Philippon (2006) and Cheng and Warfield (2005) provide evidence which suggests that equity incentives are positively related to the magnitude of accruals-based earnings management. Similarly, Burns and Kedia (2006) and Efendi et al. (2007) report CEO equity incentives to be positively related to accounting irregularities and the subsequent restatement of previously issued financial statements. Thus, prior research suggests that equity-based compensation has a negative effect on the quality of earnings reported by firms. Consistent with several published empirical studies that support the notion that lower information quality is priced in a higher cost of equity capital (e.g., Bhattacharya et al. 2003; Francis et al. 2005), CEO equity incentives could potentially lower firm value by increasing the firm-specific equity risk premium.As noted previously, we document that CEO equity incentives (despite the associated low er information quality) are related negatively to the firm’s ex ante equity risk premium, implying that equity incentives increase firm value by lowering the firm’s cost of equity capital.Thus, our findings suggest that the positive CEO-shareholder incentive alignment effect associated with equity incentives dominates the dysfunctional information quality effect.Since 1992, the Securities and Exchange Commission (SEC) has mandated thepublic disclosure of executive compensation data to promote informed decision making by investors. Our findings provide further evidence that these disclosures increase the informativeness of stock prices in competitive securities markets. Collectively, given that CEO compensation is a topic of ongoing interest (Jensen et al. 2004; Reich 2007), our findings indicate that CEO equity incentives influence firm value favorably through a cost of equity capital channel.Concluding remarksPrior research (e.g., Goldman and Slezak 2006; Jensen et al. 2004) suggests that CEO equity incentives can be a double-edged sword. On the one hand, these incentives can mitigate the agency problem by aligning the interests of the CEO with those of the shareholders (i.e., by inducing CEOs to prefer more optimal, albeit risky, investment choices). On the other hand, these incentives can lead to excessive sensitivity to share price performance and induce executives to manipulate reported earnings with an eye on the stock price. In other words, by promoting perverse reporting incentives and lowering the quality of accounting information pertinent to investor pricing decisions, CEO equity incentives can potentially be a part of, not a remedy for, the agency problem. However, to our knowledge there is little to no prior evidence to suggest which effect—the positive incentive alignment effect or the perverse information quality effect—dominates.We contribute to the literature in several ways. First, we show that CEO equity incentives are negatively related to the firm-specific equity risk premium, i.e., the positive incentive alignment effect associated with these incentives dominates the dysfunctional information quality effect in the pricing of the firm-specific ex ante equity risk premium. Second, since equity incentives are intended to induce CEOs to make more optimal (albeit risky) investment decisions, the effect of these incentives on shareholder wealth in the post-SOX time period is of particular interest. Our results suggest that the economic significance of these incentives (i.e., the payoff for shareholders in terms of a lower ex ante equity risk premium and a higher firm value) was in fact higher in the post-SOX time period. Finally, our findings provide further evidence that the SEC mandated disclosures (since 1992) of executive compensation data increases the informativeness of stock prices with respect to the potential implications of CEO equity incentives for the cost of equity capital and firm value. At this time, CEO compensation is a topic of ongoing interest for regulators and investors(Jensen et al. 2004; Reich 2007). Collectively, our findings complement and extend prior research on equity incentives. They are potentially useful in better informing regulators and investors faced with questions about the possible consequences of CEO equity incentives for shareholder wealth.国有企业高管：准备迎接股权激励计划谭卫股票期权激励计划将很快应用于国有企业管理人员，但这会带来更大的繁荣，还是新的问题？一个开创性的计划正被引入——国有企业正在实施股票期权激励计划，它可能会增强公司业绩，但它并非没有风险。

外文文献原文The Diffusion of Equity Incentive Plans in Italian Listed Companies 1.INTRODUCTIONPast studies have brought to light the dissimilarities in the pay packages of managers in Anglo-Saxon countries as compared with other nations (e.g., Bebchuk, Fried a nd Walker, 2002; Cheffins and Thomas, 2004; Zattoni, 2007). In the UK and, above all in the US, remuneration encompasses a variety of components, and short and long term variable pay carries more weight than elsewhere (Conyon and Murphy, 2000). In other countries, however, fixed wages have always been the main ingredient in top managers’ pay schemes. Over time, variable short-term pay has become more substantial and the impact of fringe benefits has gradually grown. Notwithstanding, incentives linked to reaching medium to long-term company goals have never been widely used (Towers Perrin, 2000).In recent years, however, pay packages of managers have undergone an appreciable change as variable pay has increased considerably, even outside the US and the UK. In particular, managers in most countries have experienced an increase in the variable pay related to long-term goals. Within the context of this general trend toward medium and long-term incentives, there is a pronounced tendency to adopt plans involving stocks or stock options (Towers Perrin, 2000; 2005). The drivers of the diffusion of long term incentive plans seem to be some recent changes in the institutional and market environment at the local and global levels. Particularly important triggers of the convergence toward the US pay paradigm are both market oriented drivers, such as the evolving share ownership patterns or the internationalization of the labor market, and law-oriented drivers, such as corporate or tax regulation (Cheffins and Thomas, 2004).Driven by these changes in the institutional and market environment, we observe a global trend toward the “Americanization of international pay practices,” characterized by high incentives and very lucrative compensation mechanisms (e.g., Cheffins, 2003; Cheffins and Thomas,2004).Ironically, the spread of the US pay paradigm around the world happens when it is hotly debated at home. In particular, the critics are concerned with both the level of executive compensation packages and the use of equity incenti ve plans (Cheffins and Thomas, 2004). Critics stressed that US top managers, and particularly the CEOs, receive very lucrative compensation packages. The ’80s and ’90s saw an increasing disparity between CEO’s pay and that of rank-and-file workers. Thanks to this effect, their direct compensation has become a hundred times that of an average employee (Hall and Liebman, 1998). The main determinants of the increasing level of CEOs’ and executives’ compensation are annual bonuses and, above all, stock option gra nts (Conyon and Murphy, 2000). Stock option plans have recently been criticized by scholars and public opinion because they characteristically are too generous and symptomatic of a managerial extraction of the firm’s value (Bebchuk et al., 2002; Bebchuk and Fried, 2006).In light of these recent events and of the increased tendency to adopt equity incentive plans, this paper aims at understanding the reasons behind the dissemination of stock option and stock granting plans outside the US and the UK.The choice to investigate this phenomenon in Italy relies on the following arguments. First, the large majority of previous studies analyze the evolution of executive compensation and equity incentive plans in the US and, to a smaller extent, in the UK. Second, ownership structure and governance practices in continental European countries are substantially different from the ones in Anglo-Saxon countries. Third, continental European countries, and Italy in particular, almost ignored the use of these instruments un til the end of the ’90s.Our goal is to compare the explanatory power of three competing views on the diffusion of equity incentive plans: 1) the optimal contracting view, which states that compensation packages are designed to minimize agency costs between managers and shareholders (Jensen and Murphy, 1990); 2) the rent extraction view, which states that powerful insiders may influence the pay process for their own benefit (Bebchuk et al., 2002); and 3) the perceived-cost view (Hall and Murphy, 2003), which states thatcompanies may favor some compensation schemes for their (supposed or real)cost advantages.To this purpose, we conducted an empirical study on the reasons why Italian listed companies adopted equity incentive plans since the end of the ’90s. To gain a deep understanding of the phenomenon, we collected data and information both on the evolution of the national institutional environment in the last decade and on the diffusion and the characteristics (i.e., technical aspects and objectives) of equity incentive plans adopted by Italian listed companies in 1999 and 2005. We used both logit models and difference-of-means statistical techniques to analyze data. Our results show that: 1) firm size, and not its ownership structure, is a determinant of the adoption of these instruments; 2) these plans are not extensively used to extract company value, although a few cases suggest this possibility; and 3) plans’ characteristics are consistent with the ones defined by tax law to receive special fiscal treatment.Our findings contribute to the development of the literature on both the rationales behind the spreading of equity incentive schemes and the diffusion of new governance practices. They show, in fact, that equity incentive plans have been primarily adopted to take advantage of large tax benefits, and that in some occasions they may have been used by controlling shareholders to extract company value at the expense of minority shareholders. In other words, our findings suggest that Italian listed companies adopted equity incentive plans to perform a subtle form of decoupling. On the one hand, they declared that plans were aimed to align shareholders’ and managers’ interests and incentive value creation. On the other hand, thanks to the lack of transparency and previous knowledge about these instruments, companies used these mechanisms to take advantage of tax benefits and sometimes also to distribute a large amount of value to some powerful individuals. These results support a symbolic perspective on corporate governance, according to which the introduction of equity incentive plans please stakeholders –for their implicit alignment of interests and incentive to value creation –without implying a substantive improvement of governance practices.2.Corporate Governance in Italian Listed CompaniesItalian companies are traditionally controlled by a large blockholder (Zattoni, 1999). Banks and other financial institutions do not own large shareholdings and do not exert a significant influence on governance of large companies, at least as far as they are able to repay their financial debt (Bianchi, Bianco and Enriques, 2001). Institutional investors usually play a marginal role because of their limited shareholding, their strict connections with Italian banks, and a regulatory environment that does not offer incentives for their activism. Finally, the stock market is relatively small and undeveloped, and the market for corporate control is almost absent (Bianco, 2001). In short, the Italian governance system can b e described as a system of “weak managers, strong blockholders, and unprotected minority shareholders” (Melis, 2000: 354).The board of directors is traditionally one tier, but a shareholders’ general meeting must appoint also a board of statutory auditors as well whose main task is to monitor the directors’ performance (Melis, 2000). Further, some studies published in the ’90s showed that the board of directors was under the relevant influence of large blockholders. Both inside and outside directors were in fact related to controlling shareholders by family or business ties (Melis, 1999;2000; Molteni, 1997).Consistent with this picture, fixed wages have been the main ingredient of top managers’ remuneration, and incentive schemes linked to reaching medium to long term company goals have never been widely used (Melis, 1999). Equity incentive schemes adopted by Italian companies issue stocks to all employees unconditionally for the purpose of improving the company atmosphere and stabilizing the share value on the Stock Exchange. Only very few can be compared with stock option plans in the true sense of the term. Even in this case, however, directors and top managers were rarely evaluated through stock returns, because of the supposed limited ability of the Italian stock market to measure firm’s performance (Melis, 1999).3.The Evolution of Italian Institutional ContextThe institutional context in Italy has evolved radically in the last decade, creatingthe possibility for the dissemination of equity incentive plans. The main changes regarded the development of commercial law, the introduction and updating of the code of good governance, the issue of some reports encouraging the use of equity incentive plans, and the evolution of the tax law (Zattoni, 2006).Concerning the national law and regulations, some reforms in the commercial law (1998, 2003, and 2005) and the introduction (1999) and update (2002) of the national code of good governance contributed to the improvement of the corporate governance of listed companies (Zattoni, 2006). Financial markets and corporate law reforms improved the efficiency of the Stock Exchange and created an institutional environment more favorable to institutional investors’ activism (Bianchi and Enriques, 2005). At the same time the introduction and update of the code of good governance contributed to the improvement of governance practices at the board level. These reforms did not produce an immediate effect on governance practices of Italian listed companies, although they contributed to improve, slowly and with some delay, their governance standards (Zattoni, 2006).Beyond the evolution of governance practices, some changes in the institutional environment directly affected the diffusion and the characteristics of equity incentive plans. Both the white paper of the Ministry of the Industry and Foreign Commerce and the code of good governance issued by the national Stock Exchange invited companies to implement equity incentive plans in order to develop a value creation culture in Italian companies. Furthermore, in 1997 fiscal regulations were enacted allowing a tax exemption on the shares received through an equity incentive plan. According to the new regulation, which took effect on January 1, 1998, issuance of new stocks to employees by an employer or another company belonging to the same group did not represent compensation in kind for income tax purposes (Autuori 2001). In the following years, the evolution of tax rules reduced the generous benefits associated with the use of equity incentive plans, but also the new rules continued to favor the dissemination of these plans.Driven by these changes in the institutional context, equity incentive plans became widely diffused among Italian listed companies at the end of the ’90s (Z attoni,2006). Ironically, the diffusion of these instruments – in Italy and in other countries, such as Germany (Bernhardt, 1999), Spain (Alvarez Perez and Neira Fontela, 2005), and Japan (Nagaoka, 2005) – took place when they were strongly debated in the US for their unpredicted consequences and the malpractices associated with their use (Bebchuk et al., 2002).4.The Rationales Explaining the Adoption of Equity Incentive PlansEquity incentive plans are a main component of executive compensation in the US. Their use is mostly founded on the argument that they give managers an incentive to act in the shareholders’interests by providing a direct link between their compensation and firm stock-price performance (Jensen and Murphy, 1990). Beyond that, equity incentive plans also have other positive features, as they may contribute to the attraction and retention of highly motivated employees, encourage beneficiaries to take risks, and reduce direct cash expenses for executive compensation (Hall and Murphy, 2003).Despite all their positive features, the use of equity incentive plans is increasingly debated in the US. In particular, critics question their presumed effectiveness in guaranteeing the alignment of executives’ and shareholders’ interests. They point out that these instruments may be adopted to fulfill other objectives, such as to extract value at shareholders expenses (e.g., Bebchuk and Fried, 2006), or even to achieve a (real or perceived) reduction in compensation costs (e.g., Murphy, 2002). In summary, the actual debate indicates that three different rationales may explain the dissemination and the specific features of equity incentive plans:1) the optimal contracting view (Jensen and Murphy,1990 );2) the rent extraction view (Bebchuk et al., 2002); and 3)the perceived-cost view (Hall and Murphy, 2003).According to the optimal contracting view, executive compensation packages are designed to minimize agency costs between top managers (agents) and shareholders (principals) (Jensen and Meckling, 1976). The boards of directors are effective governance mechanisms aimed at maximizing shareholder value and the topmanagement’s compensation scheme is designed to serve this objective (Fama and Jensen, 1983). Providing managers with equity incentive plans may mitigate managerial self-interest by aligning the interests of managers and shareholders (Jensen and Meckling, 1976). Following the alignment rationale, equity incentives may improve firm performance, as managers are supposed to work for their own and sh areholders’ benefit (Jensen and Murphy, 1990). In short, these instruments are designed to align the interests of managers with those of shareholders, and to motivate the former to pursue the creation of share value (Jensen and Murphy, 1990).4.1 the principle of equity incentiveManagers and shareholders is a delegate agency relationship managers operating in assets under management, shareholders entrusted. But in fact, in the agency relationship, the contract between the asymmetric information, shareholders and managers are not completely dependent on the manager's moral self-discipline. The pursuit of the goals of shareholders and managers is inconsistent. Shareholders want to maximize the equity value of its holdings of managers who want to maximize their own utility, so the "moral hazard" exists between the shareholders and managers, through incentive and restraint mechanisms to guide and limit the behavior of managers.In a different way of incentives, wages based on the manager's qualification conditions and company, the target performance of a predetermined relatively stable in a certain period of time, a very close relationship with the company's target performance. Bonuses generally super-goal performance assessment to determine the part of the revenue manager performance is closely related with the company's short-term performance, but with the company's long-term value of the relationship is not obvious, the manager for short-term financial indicators at the expense of the company long-term interests. But from the point of view of shareholders' investment, he was more concerned with long-term increase in the value of the company. Especially for growth-oriented companies, the value of the manager's more to reflect the increase in the company's long-term value, rather than just short-term financialindicators.In order to make the managers are concerned about the interests of shareholders need to make the pursuit of the interests of managers and shareholders as consistent as possible. In this regard, the equity incentive is a better solution. By making the manager holds an equity interest in a certain period of time, to enjoy the value-added benefits of equity risk in a certain way, and to a certain extent, you can make managers more concerned about the long-term value of the company in the business process. Equity incentive incentive and restraint to prevent short-term behavior of the manager, to guide its long-term behavior.4.2 Equity Incentive mode(1) The performance of stockRefers to a more reasonable performance targets at the beginning of the year, if the incentive object to the end to achieve the desired goal, the company granted a certain number of shares or to extract a reward fund to buy company stock. The flow of performance shares realized that usually have the time and number restrictions. Another performance of the stock in the operation and role relative to similar long-term incentive performance units and performance stock difference is that the performance shares granted stock, performance units granted cash.(2) stock optionsRefers to a company the right to grant incentive target incentive object can purchase a certain amount of the outstanding shares of the Company at a predetermined price within a specified period may be waived this right. The exercise of stock options have the time and limit the number of cash and the need to motivate the objects on their own expenditure for the exercise. Some of our listed companies in the application of virtual stock options are a combination of phantom stock and stock options, the Company granted incentive object is a virtual stock options, incentive objects rights, phantom stock.(3) virtual stockThat the company awarded the incentive target a virtual stock incentive objectswhich enjoy a certain amount of the right to dividends and stock appreciation gains, but not ownership, without voting rights, can not be transferred and sold, expire automatically when you leave the enterprise.(4) stock appreciation rightsMeans the incentive target of a right granted to the company's share price rose, the incentive object can be obtained through the exercise with the corresponding number of stock appreciation gains, the incentive objects do not have to pay cash for the exercise, exercise, get cash or the equivalent in shares of companies .(5) restricted stockRefers to the prior grant incentive target a certain number of company shares, but the source of the stock, selling, etc. There are some special restrictions, generally only when the incentive object to accomplish a specific goal (eg, profitability), the incentive target in order to sell restricted stock and benefit from it.(6) The deferred paymentRefers to a package of salary income plan designed to motivate object, which part of the equity incentive income, equity incentive income was issued, but according to the fair market value of the company's shares to be converted into the number of shares after a certain period of time, the form of company stock or when the stock market value in cash paid to the incentive target.(7) the operator / employee-ownedMeans the incentive target to hold a certain number of the company's stock, the stock is a free gift incentive target, or object of company subsidy incentives to buy, or incentive target is self-financed the purchase. Incentive objects can benefit from appreciation in the stock losses in the devaluation of the stock.(8)Management / employee acquisitionMeans to leverage financing to the company's management or all employees to purchase shares of the Company, to become shareholders of the Company and other shareholders of risk and profit sharing, to change the company's ownership structure, control over the structure and asset structure, to achieve ownership business.(9) The book value appreciation rightsDivided into specific buy and virtual two. Purchase type refers to the incentive target in the beginning of the period per share net asset value of the actual purchase of a certain number of shares, end of period value of the net assets per share at the end of the period and then sold back to the company. Virtual type incentive target in the beginning of the period without expenditure of funds granted by the Company on behalf of the incentive target a certain number of shares calculated at the end of the period, according to the increment of the net assets per share and the number of shares in the name of the proceeds to stimulate the object, and accordingly to incentive target payment in cash.外文文献译文股权激励计划在意大利上市公司扩散1.引言过去的研究揭示了管理者薪酬在盎格鲁撒克逊国家和其他国家相比的差异（例如，贝舒克，弗莱德和瓦尔克，2002；柴芬斯和托马斯，2004；萨特尼，2007）。

文献出处: Firth M. The study on operating performance of listed companies and executive compensation incentive [J]. Journal of Corporate Finance, 2015，12（5）41-51.原文The study on operating performance of listed companies and executive compensationincentiveFirth MAbstractExecutive compensation problems is the result of modern enterprise ownership and control separated, target inconsistency exists between the owners and executives, the problem such as asymmetric information, the complexity and uncertainty of modern enterprise operation is exacerbated by the seriousness of this problem, and through the contract signed with executive compensation performance, design and implement a good compensation plan can effectively solve the above problems. In today's knowledge economy, the competition between enterprises is actually the competition between talents, executives, especially excellent executives has become the core of enterprise resources, in view of the particularity of human capital of executives, executives how to effectively motivate, attract and promote the interests of the enterprise has become the key to enterprise development, and executive pay is playing such a role.Keywords: Executive compensation, Business performance, Listed Company1 IntroductionSeparate ownership and control is modern enterprise the most significant characteristics (Bale and Means, 1932).The shareholders of the owners in an enterprise have the final property ownership and the residual claims, but often there is no direct management control. Business management on behalf of the owner of control, but don't take the final decision. In the case of two rights separation is as the main body of the ownership as the main operational control shareholders and the enterprise management to form a layer between the principal-agent relationships. According to rational economic man hypothesis, the principal (owner) and the agent(management) have different between the objective function, at the same time, there exists a phenomenon of information asymmetry, the company's senior managers there is power and ability to implement on-the-job consumption "opportunistic behavior", which came at the expense of the interests of the owners at the expense of, is also the focus of the agency cost, reflect, it requires enterprises to establish an effective mechanism of incentive and constraint. By the implementation of these mechanisms can excite the work enthusiasms of agent, and can minimize the agency cost of the enterprise, so as to realize the "win-win" between principal and agent. Human society has begun to enter the knowledge economy era, the executives with high and new technical knowledge and skills has become the key to the development of enterprises, enterprises in the market competition is talented person's competition, in today's increasingly internationalized talent flow speed and, utmost respect talented person, is the key to enterprises in the competition occupy the initiative. Therefore, the enterprise owners how to through a set of incentive constraint mechanism to arouse the enthusiasm of executives, minimize agency costs, has become the key problem in the principal-agent relationship.2 Literature reviewIn the 90 s and 1980 s executive compensation has become an important field of academic research, the current executive compensation research literature is largely based on agency theory as the theoretical basis; it requires managers pay package design should make the interests of the managers consistent with the interests of shareholders. Multiple theory school of scholars use all kinds of data on compensation performance problems made all kinds of inspection. But neither empirical results are consistent with theoretical predictions, there is conflict between each other. Such as Belkaoui and Picur (1993), Koehhar and Levitas (1998) and Gray and Canella (1997) study showed that the correlation coefficient between CEO pay and company size to 0.1 at lower, the level of 0.110 and 0.170, and Boyd (1994), Finke1SteinandB.Yd (1998) and Sander and Carpenter (1998) argues that between the correlation coefficient is 0.62, 0.50 and 0.42.The same conflict results also exist in the research about the relation between pay performance. Like Finkelstein and Boyd (1998) foundthat return on equity (ROE) with monetary compensation and long-term returns between the correlation coefficient is 0.13 and 2.03 respectively; Johnson (1982) found that the correlation coefficient of 0.003.And Belliveau, Reilly and Wade (1996) found that CEO pay with ROE correlation coefficient of 0.410.Gomez Mejia (1994), the empirical study summarized: "although the empirical study of CEO pay a dime a dozen, but we know very little about executive remuneration or. “Many causes of the difference of the results of the study: the different data sources, different statistical techniques, different samples and different control variables, etc.Most of the empirical study in the United States listed companies as samples, mainly to pay as the research object, and given priority to with big companies. In the empirical study, Jensen and Murphy (1990) widely cited in the literature, since 90, and most of the empirical research in accordance with its research paradigm. In this article has pioneering meaning in the literature, they estimated the 1295 companies between 1974 and 1986 of 10400 senior managers compensation performance sensitivity, results show that the shareholder wealth of $1000 per change, CEO of wealth will be $3.25 move together. Lippert and Moore (1994) found that the pay performance sensitivity significantly negative correlation with growth, industry control, scale, and with the internal and the institutional investors holding and the term is not relevant. LIPPert and Moore (1995) found that the pay performance sensitivity to low the company has more independent directors or stronger shareholder control. MeConaughy and Mishra (1996) found that sensitivity associated with the company's future performance. The research is on compensation performance sensitivity calculation with Jensen and Murhpy computing (1990).With Jensen and Murhpy (1990) study of pay levels are different. Other documents against U.S. companies pay structures were studied. Genhart and Milkovich (1990) analysis of the more than 200 enterprises, 14000 senior and mid-level managers' pay, found that managers' pay and performance related and wages are not related. Their results also showed that mixed compensation levels and future profitability is related. Their contribution is caused people's understanding to pay structure. Similarly, Leonard (1990) have found S0 s long-term incentive plans ofthe company than the company has a long-term incentive plans, there are a higher return on equity (ROE).Hamid Mehran (1995) on a random sample of 153 manufacturing companies in 1979-1980 executive pay the inspection support incentive compensation claims, but also shows the level of motivation rather than the form of motivation to inspire the motivation of managers to increase the value of the company. Corporate performance with management ownership and equity incentive is in proportion to the total compensation level of positive correlation. He also found that equity-based compensation in the company of outside directors more applied more widely. In the end or by outside big shareholders higher insider ownership of company Ricky is in less equity compensation applications.3 Theoretical foundation of the executive compensation3.1 The principal-agent theoryIn the early days of the private enterprise, the enterprise owners or operators of the two functions, so as long as the owners are rational economic man, he will actively work for their own enterprise profit maximization, at the same time as the enterprise risk takers, he will be careful decisions, try to avoid risk. In classical enterprises, therefore, there is no power shortage and behavior distortion problem. However, with the deepening of socialized big division of labor, the production of modern enterprise system, enterprise's ownership and operation separate, its separation and led to the emergence of the principal and agent relationship, both are driven by their own interests, as the manager of the enterprise owners want as agent of the principal researchers to their own interests targeting action in accordance with the owners. And managers also is own expected utility maximization as the goal, so that both the goal of the inconsistency.3.2 The human capital theoryFrom the Angle of economics to study the compensation problem, main is to pay as senior executives in the Labor market price. In labor economics, the compensation decision mechanism on the Labor market mainly is the human capital theory. The economic activities of listed companies in the final analysis is conducted by people, the economic efficiency of listed companies in the final analysis depends on people'senthusiasm. Economic history shows that, under different institutional arrangements, the person of ability and hard work, especially the potential and creativity is the fundamental symbol of success for an enterprise system is good or bad. Therefore, economic efficiency of listed companies, the human capital property rights problems and natural economic behavior is the foundation of can't avoid. Property rights established the significance, is to make the economic behavior of the internalization of external effects, so as to produce the stimulation of strong momentum. A property rights system, therefore, the strength of the economic incentive function, mainly with the efforts of the economic subject is associated with the proximity of remuneration. Top management is the most important role in the development of modern enterprises, executive personnel is the enterprise decision makers, leaders and commanders, is the soul of the enterprise, is a leader in the development of enterprises, therefore is also an important force in China's economic and social development. Grew up in a special environment during the transition period of our country in the top management, than the business operators in the market economy country pressure is bigger, heavier burden. Especially the burden of the senior executives of state-owned enterprises with the development of the enterprise solution and two pairs of heavy burden, they want to pay more than the number of times the energy often, previously unimaginable responsibility and risk. Therefore, should recognize the importance of enterprise senior management personnel. Establish training, selection and use of enterprise management mechanism, giving them reasonable compensation.3.3 Equity theoryProblems from the Angle of psychology to study senior managers' pay mainly will be paid as a method that can meet the demand of senior executives inner and elements, to encourage executives to work enthusiasm and initiative, to improve executive performance from the individual level. In the psychology of motivation theory, the design of compensation and compensation management is based on the theory of influential Stacy Adams equity theory. Adams fair theory, the staff would first think about the ratio of their income to pay, and then will his income pay comparing with relevant income pay others. If employees feel him with others of thesame, the ratio of thought is to the state fair. If both feel not the same, the ratio of injustice are produced, namely, they may think their income is too low or too high. After this injustice, the staff will try to correct it.3.4 Strategic compensation theoriesTo think from the perspective of management, enterprises pay problem, more attention is pay management support for the enterprise strategic goals, namely how to through the compensation system to effectively help enterprises to gain a competitive advantage. About compensation management how to support the enterprise strategic target, this is the main content of the strategic compensation system design. The so-called strategic compensation, it is to point to will pay up to the enterprise strategic level, to thinking through what kind of compensation policies and compensation management system to support enterprise competitive strategy, and help enterprises to gain competitive advantage.4 The design principle of executive compensation system4.1 Principles of pay and performanceOptimal executive compensation design is the executive compensation and its operation performance, the compensation depends on the company's operating results, the design should follow the principle of the main executive compensation scheme. This principle is the principle of balance between the interests of the owner and operator. Because follow this principle, the owner and operator revenue the stand or fall of same direction as the firm's performance. Business is business risk, managers' compensation and corporate business performance has a direct relationship. Considering the operators are people too, also want to maintain family and their own survival. Considering the uncertainties of doing business at the same time, if the executive compensation and its business performance, completely will take too much risk. As a result, the executive compensation can be divided into two parts: part of the fixed income, the amount is able to maintain their personal and family life, have insurance effect. Part is risk income, completely and enterprise performance, good management can be even more greatly than the fixed income part, make its income risk, incentive role.4.2 Effective incentive principlesModern enterprise system, the organization (shareholders) and individual (senior management) is a kind of principal-agent relationship. Incentive is to strengthen and accordance of individual behavior, organizational goals, in other words, is to guide individual behavior maximize the development to achieve organizational goals. Due to corporate executives is a special company employees, has the position of privilege, enjoy "on-the-job consumption", it brought outside the regular salary incentive to executives to meet the material benefits, this need to some extent, belongs to the fair in Adams fair theory. However, in many state-owned enterprises, on-the-job consumption often goes far beyond a reasonable level, showing a high cost of self-motivation. And stands in stark contrast to the executive pay, some executive’s on-the-job consumption optional the gender is strong, too much abuse, even in a state of out of control. Has issued relevant laws and regulations, shall be forbidden.4.3 Effective restriction principleExecutives is an enterprise's decision-making and operators directly, plays an vital role in the fate of the enterprise, if in the design of enterprise organization system, lack of necessary and effective supervision and restriction mechanism, will likely agent risk. On entrepreneur behavior with some restrictions, these constraints are usually the behavior rule, violating these rules will be punished. Constraint mechanism has defined the entrepreneur behavior, the role of maintaining the order of economic activities, for the standardization of the enterprise behavior, economic and social benign operation has an indispensable positive function.译文上市企业经营绩效与高管薪酬激励研究Firth M摘要高管薪酬问题的产生源于现代企业所有权和控制权的相互分离，所有者与公司高管之间存在着目标不一致、信息不对称等问题，现代企业经营的复杂性和不确定性更是加剧了这一问题的严重性，而通过与高管签订薪酬绩效契约，设计和执行一份良好的薪酬方案可以有效地解决上述问题。

外文文献原文The Diffusion of Equity Incentive Plans in Italian Listed Companies 1.INTRODUCTIONPast studies have brought to light the dissimilarities in the pay packages of managers in Anglo-Saxon countries as compared with other nations (e.g., Bebchuk, Fried and Walker, 2002; Cheffins and Thomas, 2004; Zattoni, 2007). In the UK and, above all in the US, remuneration encompasses a variety of components, and short and long term variable pay carries more weight than elsewhere (Conyon and Murphy, 2000). In other countries, however, fixed wages have always been the main ingredient in top managers’ pay schemes. Over time, variable short-term pay has become more substantial and the impact of fringe benefits has gradually grown. Notwithstanding, incentives linked to reaching medium to long-term company goals have never been widely used (Towers Perrin, 2000).In recent years, however, pay packages of managers have undergone an appreciable change as variable pay has increased considerably, even outside the US and the UK. In particular, managers in most countries have experienced an increase in the variable pay related to long-term goals. Within the context of this general trend toward medium and long-term incentives, there is a pronounced tendency to adopt plans involving stocks or stock options (Towers Perrin, 2000; 2005). The drivers of the diffusion of long term incentive plans seem to be some recent changes in the institutional and market environment at the local and global levels. Particularly important triggers of the convergence toward the US pay paradigm are both market oriented drivers, such as the evolving share ownership patterns or the internationalization of the labor market, and law-oriented drivers, such as corporate or tax regulation (Cheffins and Thomas, 2004). Driven by these changes in the institutional and market environment, we observe a global trend toward the “Americanization of international pay practices,〞characterized by high incentives and very lucrative compensation mechanisms (e.g., Cheffins, 2003; Cheffins andThomas, 2004).Ironically, the spread of the US pay paradigm around the world happens when it is hotly debated at home. In particular, the critics are concerned with both the level of executive compensation packages and the use of equity incentive plans (Cheffins and Thomas, 2004). Critics stressed that US top managers, and particularly the CEOs, receive very lucrative compensation packages. The ’80s and ’90s saw an increa sing disparity between CEO’s pay and that of rank-and-file workers. Thanks to this effect, their direct compensation has become a hundred times that of an average employee (Hall and Liebman, 1998). The main determinants of the increasing level of CEOs’ and executives’ compensation are annual bonuses and, above all, stock option grants (Conyon and Murphy, 2000). Stock option plans have recently been criticized by scholars and public opinion because they characteristically are too generous and symptomatic of a managerial extraction of the firm’s value (Bebchuk et al., 2002; Bebchuk and Fried, 2006).In light of these recent events and of the increased tendency to adopt equity incentive plans, this paper aims at understanding the reasons behind the dissemination of stock option and stock granting plans outside the US and the UK.The choice to investigate this phenomenon in Italy relies on the following arguments. First, the large majority of previous studies analyze the evolution of executive compensation and equity incentive plans in the US and, to a smaller extent, in the UK. Second, ownership structure and governance practices in continental European countries are substantially different from the ones in Anglo-Saxon countries. Third, continental European countries, and Italy in particular, almost ignored the use of these instruments until the end of the ’90s.Our goal is to compare the explanatory power of three competing views on the diffusion of equity incentive plans: 1) the optimal contracting view, which states that compensation packages are designed to minimize agency costs between managers and shareholders (Jensen and Murphy, 1990); 2) the rent extraction view, which states that powerful insiders may influence the pay process for their own benefit (Bebchuk et al., 2002); and 3) the perceived-cost view (Hall and Murphy, 2003), which states thatcompanies may favor some compensation schemes for their (supposed or real)cost advantages.To this purpose, we conducted an empirical study on the reasons why Italian listed companies adopted equity incentive plans since the end of the ’90s. To gain a deep understanding of the phenomenon, we collected data and information both on the evolution of the national institutional environment in the last decade and on the diffusion and the characteristics (i.e., technical aspects and objectives) of equity incentive plans adopted by Italian listed companies in 1999 and 2005. We used both logit models and difference-of-means statistical techniques to analyze data. Our results show that: 1) firm size, and not its ownership structure, is a determinant of the adoption of these instruments; 2) these plans are not extensively used to extract company value, although a few cases suggest this possibility; and 3) plans’ characteristics are consistent with the ones defined by tax law to receive special fiscal treatment.Our findings contribute to the development of the literature on both the rationales behind the spreading of equity incentive schemes and the diffusion of new governance practices. They show, in fact, that equity incentive plans have been primarily adopted to take advantage of large tax benefits, and that in some occasions they may have been used by controlling shareholders to extract company value at the expense of minority shareholders. In other words, our findings suggest that Italian listed companies adopted equity incentive plans to perform a subtle form of decoupling. On the one hand, they declared that plans were aimed to align shareholders’ and managers’ interests and in centive value creation. On the other hand, thanks to the lack of transparency and previous knowledge about these instruments, companies used these mechanisms to take advantage of tax benefits and sometimes also to distribute a large amount of value to some powerful individuals. These results support a symbolic perspective on corporate governance, according to which the introduction of equity incentive plans please stakeholders –for their implicit alignment of interests and incentive to value creation –without implying a substantive improvement of governance practices.2.Corporate Governance in Italian Listed CompaniesItalian companies are traditionally controlled by a large blockholder (Zattoni, 1999). Banks and other financial institutions do not own large shareholdings and do not exert a significant influence on governance of large companies, at least as far as they are able to repay their financial debt (Bianchi, Bianco and Enriques, 2001). Institutional investors usually play a marginal role because of their limited shareholding, their strict connections with Italian banks, and a regulatory environment that does not offer incentives for their activism. Finally, the stock market is relatively small and undeveloped, and the market for corporate control is almost absent (Bianco, 2001). In short, the Italian governance system can be described as a system of “weak managers, strong blockholders, and unprotected minority shareholders〞(Melis, 2000: 354).The board of directors is tra ditionally one tier, but a shareholders’ general meeting must appoint also a board of statutory auditors as well whose main task is to monitor the directors’ performance (Melis, 2000). Further, some studies published in the ’90s showed that the board of di rectors was under the relevant influence of large blockholders. Both inside and outside directors were in fact related to controlling shareholders by family or business ties (Melis, 1999;2000; Molteni, 1997).Consistent with this picture, fixed wages have been the main ingredient of top managers’ remuneration, and incentive schemes linked to reaching medium to long term company goals have never been widely used (Melis, 1999). Equity incentive schemes adopted by Italian companies issue stocks to all employees unconditionally for the purpose of improving the company atmosphere and stabilizing the share value on the Stock Exchange. Only very few can be compared with stock option plans in the true sense of the term. Even in this case, however, directors and top managers were rarely evaluated through stock returns, because of the supposed limited ability of the Italian stock market to measure firm’s performance (Melis, 1999).3.The Evolution of Italian Institutional ContextThe institutional context in Italy has evolved radically in the last decade, creatingthe possibility for the dissemination of equity incentive plans. The main changes regarded the development of commercial law, the introduction and updating of the code of good governance, the issue of some reports encouraging the use of equity incentive plans, and the evolution of the tax law (Zattoni, 2006).Concerning the national law and regulations, some reforms in the commercial law (1998, 2003, and 2005) and the introduction (1999) and update (2002) of the national code of good governance contributed to the improvement of the corporate governance of listed companies (Zattoni, 2006). Financial markets and corporate law reforms improved the efficiency of the Stock Exchange and created an institutional environment more favorable to institutional investors’ activism (Bianchi and Enriques, 2005). At the same time the introduction and update of the code of good governance contributed to the improvement of governance practices at the board level. These reforms did not produce an immediate effect on governance practices of Italian listed companies, although they contributed to improve, slowly and with some delay, their governance standards (Zattoni, 2006).Beyond the evolution of governance practices, some changes in the institutional environment directly affected the diffusion and the characteristics of equity incentive plans. Both the white paper of the Ministry of the Industry and Foreign Commerce and the code of good governance issued by the national Stock Exchange invited companies to implement equity incentive plans in order to develop a value creation culture in Italian companies. Furthermore, in 1997 fiscal regulations were enacted allowing a tax exemption on the shares received through an equity incentive plan. According to the new regulation, which took effect on January 1, 1998, issuance of new stocks to employees by an employer or another company belonging to the same group did not represent compensation in kind for income tax purposes (Autuori 2001). In the following years, the evolution of tax rules reduced the generous benefits associated with the use of equity incentive plans, but also the new rules continued to favor the dissemination of these plans.Driven by these changes in the institutional context, equity incentive plans became widely diffused among Italian listed companies at the end of the ’90s (Zattoni,2006). Ironically, the diffusion of these instruments – in Italy and in other countries, such as Germany (Bernhardt, 1999), Spain (Alvarez Perez and Neira Fontela, 2005), and Japan (Nagaoka, 2005) – took place when they were strongly debated in the US for their unpredicted consequences and the malpractices associated with their use (Bebchuk et al., 2002).4.The Rationales Explaining the Adoption of Equity Incentive PlansEquity incentive plans are a main component of executive compensation in the US. Their use is mostly founded on the argument that they give managers an incentive to act in the shareholders’interests by providing a direct link between their compensation and firm stock-price performance (Jensen and Murphy, 1990). Beyond that, equity incentive plans also have other positive features, as they may contribute to the attraction and retention of highly motivated employees, encourage beneficiaries to take risks, and reduce direct cash expenses for executive compensation (Hall and Murphy, 2003).Despite all their positive features, the use of equity incentive plans is increasingly debated in the US. In particular, critics question their presumed effectiveness in guaranteeing the alignment of executives’ and shareholders’ interests. They point out that these instruments may be adopted to fulfill other objectives, such as to extract value at shareholders expenses (e.g., Bebchuk and Fried, 2006), or even to achieve a (real or perceived) reduction in compensation costs (e.g., Murphy, 2002). In summary, the actual debate indicates that three different rationales may explain the dissemination and the specific features of equity incentive plans:1) the optimal contracting view (Jensen and Murphy,1990 );2) the rent extraction view (Bebchuk et al., 2002); and 3)the perceived-cost view (Hall and Murphy, 2003).According to the optimal contracting view, executive compensation packages are designed to minimize agency costs between top managers (agents) and shareholders (principals) (Jensen and Meckling, 1976). The boards of directors are effective governance mechanisms aimed at maximizing shareholder value and the topmanagement’s compensati on scheme is designed to serve this objective (Fama and Jensen, 1983). Providing managers with equity incentive plans may mitigate managerial self-interest by aligning the interests of managers and shareholders (Jensen and Meckling, 1976). Following the alignment rationale, equity incentives may improve firm performance, as managers are supposed to work for their own and shareholders’ benefit (Jensen and Murphy, 1990). In short, these instruments are designed to align the interests of managers with those of shareholders, and to motivate the former to pursue the creation of share value (Jensen and Murphy, 1990).4.1 the principle of equity incentiveManagers and shareholders is a delegate agency relationship managers operating in assets under management, shareholders entrusted. But in fact, in the agency relationship, the contract between the asymmetric information, shareholders and managers are not completely dependent on the manager's moral self-discipline. The pursuit of the goals of shareholders and managers is inconsistent. Shareholders want to maximize the equity value of its holdings of managers who want to maximize their own utility, so the "moral hazard" exists between the shareholders and managers, through incentive and restraint mechanisms to guide and limit the behavior of managers.In a different way of incentives, wages based on the manager's qualification conditions and company, the target performance of a predetermined relatively stable in a certain period of time, a very close relationship with the company's target performance. Bonuses generally super-goal performance assessment to determine the part of the revenue manager performance is closely related with the company's short-term performance, but with the company's long-term value of the relationship is not obvious, the manager for short-term financial indicators at the expense of the company long-term interests. But from the point of view of shareholders' investment, he was more concerned with long-term increase in the value of the company. Especially for growth-oriented companies, the value of the manager's more to reflect the increase in the company's long-term value, rather than just short-term financialindicators.In order to make the managers are concerned about the interests of shareholders need to make the pursuit of the interests of managers and shareholders as consistent as possible. In this regard, the equity incentive is a better solution. By making the manager holds an equity interest in a certain period of time, to enjoy the value-added benefits of equity risk in a certain way, and to a certain extent, you can make managers more concerned about the long-term value of the company in the business process. Equity incentive incentive and restraint to prevent short-term behavior of the manager, to guide its long-term behavior.4.2 Equity Incentive mode(1) The performance of stockRefers to a more reasonable performance targets at the beginning of the year, if the incentive object to the end to achieve the desired goal, the company granted a certain number of shares or to extract a reward fund to buy company stock. The flow of performance shares realized that usually have the time and number restrictions. Another performance of the stock in the operation and role relative to similar long-term incentive performance units and performance stock difference is that the performance shares granted stock, performance units granted cash.(2) stock optionsRefers to a company the right to grant incentive target incentive object can purchase a certain amount of the outstanding shares of the Company at a predetermined price within a specified period may be waived this right. The exercise of stock options have the time and limit the number of cash and the need to motivate the objects on their own expenditure for the exercise. Some of our listed companies in the application of virtual stock options are a combination of phantom stock and stock options, the Company granted incentive object is a virtual stock options, incentive objects rights, phantom stock.(3) virtual stockThat the company awarded the incentive target a virtual stock incentive objectswhich enjoy a certain amount of the right to dividends and stock appreciation gains, but not ownership, without voting rights, can not be transferred and sold, expire automatically when you leave the enterprise.(4) stock appreciation rightsMeans the incentive target of a right granted to the company's share price rose, the incentive object can be obtained through the exercise with the corresponding number of stock appreciation gains, the incentive objects do not have to pay cash for the exercise, exercise, get cash or the equivalent in shares of companies .(5) restricted stockRefers to the prior grant incentive target a certain number of company shares, but the source of the stock, selling, etc. There are some special restrictions, generally only when the incentive object to accomplish a specific goal (eg, profitability), the incentive target in order to sell restricted stock and benefit from it.(6) The deferred paymentRefers to a package of salary income plan designed to motivate object, which part of the equity incentive income, equity incentive income was issued, but according to the fair market value of the company's shares to be converted into the number of shares after a certain period of time, the form of company stock or when the stock market value in cash paid to the incentive target.(7) the operator / employee-ownedMeans the incentive target to hold a certain number of the company's stock, the stock is a free gift incentive target, or object of company subsidy incentives to buy, or incentive target is self-financed the purchase. Incentive objects can benefit from appreciation in the stock losses in the devaluation of the stock.(8)Management / employee acquisitionMeans to leverage financing to the company's management or all employees to purchase shares of the Company, to become shareholders of the Company and other shareholders of risk and profit sharing, to change the company's ownership structure, control over the structure and asset structure, to achieve ownership business.(9) The book value appreciation rightsDivided into specific buy and virtual two. Purchase type refers to the incentive target in the beginning of the period per share net asset value of the actual purchase of a certain number of shares, end of period value of the net assets per share at the end of the period and then sold back to the company. Virtual type incentive target in the beginning of the period without expenditure of funds granted by the Company on behalf of the incentive target a certain number of shares calculated at the end of the period, according to the increment of the net assets per share and the number of shares in the name of the proceeds to stimulate the object, and accordingly to incentive target payment in cash.外文文献译文股权鼓励方案在意大利上市公司扩散过去的研究提醒了管理者薪酬在盎格鲁撒克逊国家和其他国家相比的差异〔例如，贝舒克，弗莱德和瓦尔克，2002；柴芬斯和托马斯，2004；萨特尼，2007〕。

中文3400字外文文献原文题目：上市公司股权激励问题研究Listed Companies Incentive Research1、Overview of equity incentive1.1 The definition of equity incentiveEquity incentive is obtained in the form of company shares by operators to give business owners a certain economic rights, enabling them to participate in corporate decision-making capacity as shareholders ﹑ risk, profit-sharing, so that due diligence services for the company's long-term development of an incentive method .1.2 The role of incentive stock options1.2.1 The incentivesSo be excited owned a minority share of enterprises with equity this link will be excited with the interests of those companies closely tied together, to achieve long-term incentive for operators to enable them to actively andconsciously in accordance with established enterprise requires that the target in order to achieve corporate interests and maximize the interests of shareholders and work hard, releasing the potential value of their human capital, improve capital operational efficiency, increase productivity, enhance cohesion and minimize monitoring costs.1.2.2 Confinement effectConstraints role is mainly manifested in two aspects, one is excited because the owner has been formed by "a prosperity, a loss for both sides," the interests of the community, if the operators do not work hard or because of other reasons, to the detriment of the interests of enterprises, such as the emergence losses, the operators jointly with other shareholders share the same loss of business; the second is through a number of constraints (such as restricted stock) so that those who can not lightly be excited to leave --- if they are excited by leaving before the contract expires, it will lost a small fortune vested economic interests. 3. Stability and winSince the equity incentive tools for incentive target vesting conditions are included with limited service period,it can not easily leave. Especially for executives and technology backbone, the backbone of sales and other "key employees" equity incentive efforts tend to be larger, so the equity incentive for stability "key employees" role is relatively obvious. Enterprises and employees to achieve a long-term stable cooperation, combining to form a community of interests and win-win for individuals and businesses.2、The problem and cause analysis of listed companies equity incentive2.1 A listed company equity incentive Problems2.1.1 The implementation of restricted stock incentiveFrom December 20, 2007 start of the second batch of incentive, a total of 26 listed companies announced equity incentive plan, as of the end of 2008 all 26 company's share price fell below the exercise price. But unlike 2008, in 2009 only two companies to cancel and deny the equity incentive plan. 2008 between a high proportion of the company proposed a termination causes the implementation of restricted stock incentive plan, mapping out from the other side, there are some issues of equity incentive implementation process inevitable.2.1.2 Assessment of equity incentive target singleFound from the table below, the vast majority of listed companies is currently the object of the assessment is based on incentive-based accounting indicators, and most of the company adopted the 2-3 financial indicators, ie mainly in the net profit growth, return on net assets was the main indicators. Presence resign cash incentive target behavior. Along with executives of listed companies is a large number of equity incentive boom executives to resign cash. 2007 Annual Report of the shares of three flowers disclosures show that in March 2006 the resignation of a former vice president of the company, two directors, 2007 were reduced holdings of shares held by all three spent 88.83 million shares and 50.10 million shares; the company's former chairmanin April 2007 resigned as chairman and director, 5,650,000 shares of its order, "senior shares" form has been automatically locked unlocked in the November 9, 2007, to obtain tradable. Although executives of listed companies can not assert that the main reason for the resignation is to cash in, but does have a large number of shares of a listed company but does not have a controlling interest motives executives exhibited strong cash holdings worth alert.2.2 Equity Incentive Cause Analysis of Listed Companies2.2.1 The stock option exercise price is set improperly influence the incentive effectStock option plan can achieve the incentive for operators as well as the degree of excitation depends on the development of the exercise price, the exercise price and the right line again equity incentive is based on the company's stock price. When the market effectively, operators work hard to enable enterprises to enhance the performance, stock prices can reflect this change, the operator will be able to profit through the exercise of stock options and therefore be able to achieve excitationfunction. If the market is not valid, the stock prices on the operator's operating performance and business value is not sensitive to reflect or even negative changes in the stock price depends not only on factors that efforts managers themselves, macroeconomic, industry and other effects on stock prices are very large, which there may be significant variation in the development of the exercise price, the operator may operate through efforts to improve the performance of the company, after rising corporate value, while the stock price has not fully reflected, which would harmthe interests of the operator's option dampen their enthusiasm. Therefore, the price should be set at Excluding the impact of stock option system factors, overall economic fluctuations during dynamic exercise price is determined, enhance the effectiveness of incentive stock options.2.2.2. The enterprise performance evaluation system is imperfectCurrently launched equity incentive program, the factors considered by the operator performance evaluation is not comprehensive, focused primarily on the evaluation of financial performance (using only the financial indicators), indicator is relatively simple, almost are ROE and net profit growth for the evaluation. Financial evaluation reflect only the results do not reflect the process will result in an excessive focus on the history of corporate management, and the lack of future performance prediction, one-sided pursuit of profitability temporarily obtain and maintain short-term financial results, contributing to its quick success and short-term speculative behavior . So that investors can not fully understand the business situation is not conducive to optimal allocation of capital, partly the result of excessivefocus on financial performance of the enterprise, while ignoring relevant matters affecting the long-term development of enterprises. Therefore, in the assessment and evaluation of incentive targets should also be added to the non-financial indicators.2.2.3 Equity Incentive mechanism is not perfectInternal governance structure of listed companies is a bit confusing, ownership of the property rights system resulting in the absence of confusion, a lot of executive directors of listed companies to participate in the decision-making of the Remuneration Committee, the Chairman of the Remuneration Committee led by the chairman or part-time parent, that the development of Executive Incentive Plan members of the "remuneration Committee" overlap with senior executives enjoy incentives, in essence, become his own incentive to develop their own standards.Makers with the incentive target equity incentive plan no separation, coupledwith the lack of effective supervision of shareholders, resulting in a lower equity incentive threshold, executives were generally enjoy the incentive, equity incentive becomes a disguised equity dividends. In the designof the exit mechanism and associated restrictions on the more relaxed, equity incentive shorter validity period, executives in the short term will be able to get a lot of benefits through exercise, a phenomenon with a long-term equity incentives contrary, so China's listed companies equity incentive plan for internal constraints useless.3、The shares of listed companies the incentive problem solving strategies3.1 Improve the corporate governance structureCorporate governance is imperfect, the introduction of equity incentive under "internal control", the operators set their own salary for a given situation stocks, damage to the company and shareholders interests inevitable. Sound corporate governance structure of listed companies is an important basis for the healthy operation of the system, but also the role of equity incentives necessary condition for the establishment of an independent director system, supervisory board on major issues of personnel, payroll, and other strategic decisions of legality, impartiality, independence; set up a board system to ensure that the overall interests of the internal corporate governance-related decision-makinglevel, the Board of Directors for the company, but also to ensure the supervision of the management of the Executive Board of the effectiveness of decision-making and more; the establishment of internal control system, the business activities of the enterprise to effectively control ; set up an audit committee system of internal financial operation mechanism effectively regulated. In order to avoid the Supervisory Board and board personnel due to the long "run" so that constraint failure, the Board of Supervisors should adopt the rotation system, every three years or five years to conduct a personnel adjustments.3.2 Improve the independent director systemChina's listed companies are hired basically independent directors of listed company's internal business play a supervisory role, but the time of the introduction of the independent director system is short, various ancillary systems and the external environment is not perfect, to a certain extent, restricted its full play. Many companies are major shareholders or management proposed by the independent director candidates to the Board, on behalf of the board of directors nominated again, this mechanism is difficult toguarantee the nomination of independent directors independent of the major shareholders and management, independent directorsindividual independence and the independence of the whole affected, resulting in weakening of the board control. There are a lot of independent directors lack experience in corporate management, are not familiar with the operation of the enterprise, it is difficult to assume the important task of supervising the business operation, but also for a variety of considerations listed companies, try not to provide less detrimental to the company's offer information, even deliberately not notified of independent directors to attend board meetings, causing the independent directors can not get enough information, resulting in right of independent directors is difficult to be assured that it is difficult to play its role.3.3 The implementation of the concept of corporate culture Incentive3.3.1 Shaping corporate culture inspired by the spirit.Corporate culture is the sum of the spirit of enterprise culture, institutional culture and material culture, is suitable for the characteristics of the philosophy of theorganization long-term business development process gradually, due to the excellent corporate employees can bring a strong sense of belonging, pride and positive mental state, so the corporate culture has become an important means of shaping contemporary entrepreneurship incentives. After the employee into the enterprise, regular staff training enterprise value, philosophy and often organized team activities within the enterprise, enhance the sense of honor, so that employees truly appreciate the individual and the collective community formation, so that employees have the power to dedicate to companies contribute their abilities.3.3.2 The use of corporate contributions to enhance their sense of belonging value methodEnhance their sense of belonging to the cumulative contribution value by establishing enterprise employees archives way, every employee will be set into the enterprise's contribution to the value of their corporate archives, unified management by the Ministry of Personnel. Companies must have a complete evaluation system, the basic idea is the contribution of staff of the enterprise value divided by thecumulative contribution reflects the value of the contribution of each one into a value.In the scoring system set up team points and individual points system, the two do not conflict, you can repeat accumulate. Each workshop or department can become a team, business has a corresponding assessment indicators for each team, each team has a minimum monthly for 10 points, that overall absenteeism rate within the normal range can be obtained; financial performance, if the team can complete the task monthplus 50 percentage points higher than the target will be reflected in the extra points, for example, if the target production workshop this month 100 products and defective rate below 2%, the actual completion of 200 products and defective rate below 2%, the month everyone on the team will add points 50 + 50 × (200- 100) / 100 = 100.End of each year for accounting and personnel departments and various departments each year for contributions to the value of the enterprise, while the cumulative contribution value is calculated according to the level of contribution to the value determined when the companies named a number of excellent staff and excellent team of the year, due to thenature of each department, employee the number of different factors such as the proportion of outstanding employees have assigned different personnel department needs to be weighed carefully. Excellent staff and excellent team for the annual contribution to the value of the bonus points there, while accompanied by material incentives (such as cash incentives, equity incentives, etc.文献译文题目：上市公司股权激励问题研究一、股权激励概述(一)股权激励的定义股权激励是通过经营者获得公司股权形式给予企业经营者一定的经济权利，使他们能够以股东的身份参与企业决策﹑承担风险、分享利润，从而勤勉尽责地为公司长期发展服务的一种激励方法。

外文文献原文The Diffusion of Equity Incentive Plans in Italian Listed Companies1.INTRODUCTIONPast studies have brought to light the dissimilarities in the pay packages ofmanagers in Anglo-Saxon countries as compared with other nations (e.g., Bebchuk,Fried and Walker, 2002; Chef?ns and Thomas, 2004; Zattoni, 2007). In the UK and,above all in the US, remuneration encompasses a variety of components, and shortand long term variable pay carries more weight than elsewhere (Conyon and Murphy,2000). In other countries, however, fixed wages have always been the main ingredient-term pay has become morein top managers’ pay schemes. Over time, variable shortsubstantial and the impact of fringe benefits has gradually grown. Notwithstanding,incentives linked to reaching medium to long-term company goals have never beenwidely used (Towers Perrin, 2000).In recent years, however, pay packages of managers have undergone anappreciable change as variable pay has increased considerably, even outside the USand the UK. In particular, managers in most countries have experienced an increase inthe variable pay related to long-term goals. Within the context of this general trendtoward medium and long-term incentives, there is a pronounced tendency to adoptplans involving stocks or stock options (Towers Perrin, 2000; 2005). The drivers ofthe diffusion of long term incentive plans seem to be some recent changes i n theinstitutional and market environment at the local and global levels. Particularlyimportant triggers of the convergence toward the US pay paradigm are both marketoriented drivers, such as the evolving share ownership patterns or the internationalization of the labor market, and law-oriented drivers, such as corporate ortax regulation (Chef?ns and Thomas, 2004).Driven by these changes in theinstitutional and market environment, we observe a global trend toward the “Americanization of international pay practices,” characterized by high incentives and very lucrative compensation mechanisms (e.g., Chef?ns, 2003; Chef?ns and Thomas,2004).Ironically, the spread of the US pay paradigm around the world happens when itis hotly debated at home. In particular, the critics are concerned with both the level ofexecutive compensation packages and the use of equity incenti ve plans (Chef?ns andThomas, 2004). Critics stressed that US top managers, and particularly the CEOs,receive very lucrative compensation packages. The ’80s and ’90s saw an increasing-and-?le workers. Thanks to this effect,disparity between CEO’s pay and that of ranktheir direct compensation has become a hundred times that of an average employee(Hall and Liebman, 1998). The main determinants of the increasing level of CEOs’　ntsand executives’ compensation are annual bonuses and, above all, stock option gra(Conyon and Murphy, 2000). Stock option plans have recently been criticized byscholars and public opinion because they characteristically are too generous andvalue (Bebchuk et al., 2002;symptomatic of a managerial extraction of the firm’sBebchuk and Fried, 2006).In light of these recent events and of the increased tendency to adopt equityincentive plans, this paper aims at understanding the reasons behind the disseminationof stock option and stock granting plans outside the US and the UK.The choice toinvestigate this phenomenon in Italy relies on the following arguments. First, the largemajority of previous studies analyze the evolution of executive compensation andequity incentive plans in the US and, to a smaller extent, in the UK. Second,ownership structure and governance p ractices in continental European countries aresubstantially different from the ones in Anglo-Saxon countries. Third, continentalEuropean countries, and Italy in particular, almost ignored the use of theseinstruments un til the end of the ’90s.Our goal is to compare the explanatory power of three competing views on thediffusion of equity incentive plans: 1) the optimal contracting view, which states thatcompensation packages are designed to minimize agency costs between managers and shareholders (Jensen and Murphy, 1990); 2) the rent extraction view, which states thatpowerful insiders may influence the pay process for their own benefit (Bebchuk et al.,2002); and 3) the perceived-cost view (Hall and Murphy, 2003), which states thatcompanies may favor some compensation schemes for their (supposed or real)cost advantages.To this purpose, we conducted an empirical study on the reasons w hy ItalianTo gain alisted companies adopted equity incentive plans since the end of the ’90s. deep understanding of the phenomenon, w e collected data and information both onthe evolution of the national institutional environment in the last decade and on thediffusion and the characteristics (i.e., technical aspects and objectives) of equityincentive plans adopted by Italian listed companies in 1999 and 2005. We used bothlogit models and difference-of-means statistical techniques to analyze data. Ourresults show that: 1) firm size, and not its ownership structure, is a determinant of the adoption of these instruments; 2) these plans are not extensively used to extract company value, although a few cases suggest this possibility; and 3) plans’　characteristics are consistent with the ones defined by tax law to receive special fiscal treatment.Our findings contribute to the development of the literature on both the rationalesbehind the spreading of equity incentive schemes and the diffusion of new governance practices. They show, in fact, that equity incentive plans have been primarily adoptedto take advantage o f large tax benefits, and that in some occasions they may havebeen used by controlling shareholders to extract company value at the expense ofminority shareholders. In other words, our findings suggest that Italian listed companies adopted equity incentive plans to perform a subtle form of decoupling. Onandthe one hand, they declared that plans were aimed to align shareholders’　managers’ interests and incentive value creation. On the other hand, thanks to the lackof transparency and previous knowledge about these instruments, companies usedthese mechanisms to take advantage of tax benefits and sometimes also to distribute alarge amount of value to some powerful individuals. These results support a symbolic perspective on corporate governance, according to which the introduction of equityincentive plans please stakeholders –for their implicit alignment of interests andincentive to value creation –without implying a substantive improvement of governance practices.。

学号：20090832商业大学毕业设计（论文）上市公司股权激励问题研究The listed company equity incentive problem research二级学院:教学系：专业班级:学生姓名:指导教师:目录摘要 (1)Abstract (1)关键字 (1)引言 (1)1.写作意义和目标1.1相关研究现状 (1)1.2研究方法 (2)1.3预期结果 (2)2.股权激励制度等相关理论基础的阐述 (2)2.1现股激励 (2)2.2期股激励 (2)2.3期权激励 (2)3.上市公司盈余管理的定义和动机分析 (2)3.1获得融资资格动机 (2)3.2提高新股发行价格 (3)3.3借款动机 (3)4.我国上市公司实际运作案例 (3)5.对我国股权激励制度的对策和建议 (4)5.1改善股权架构，分散股权 (4)5.2完善相关法律法规 (4)5.3健全企业内外部监督制度 (4)6.结束语 (5)参考文献 (5)附录：开题报告 (6)致谢 (8)摘要：随着我国经济的飞速发展，各地都在抓经济建设，所以需要大量有丰富经验、有卓越能力的高端人才，对企业的组织架构、人力资源、市场营销等进行系统的优化管理，相应的薪酬奖励也由过去单一固定的年薪，向绩效薪金、授予公司股权、期权方向转变，随着股权激励相关法律法规的颁布实施，我国上市公司对高层管理人员的股权激励机制呈现加速发展的态势，让管理人员不仅仅要以管理者，还有所有者的身份参与公司的日常经营活动，与公司生死存亡、荣辱与共。

股权激励在西方发达国家已经运用了很多年，也取得的非常不错的效果，激励机制的发展应用非常的成熟，增加了我国上市公司进一步发展实施股权激励的信心。

然而，鉴于股权激励在我国的发展才刚刚起步不久，股权激励机制还不够完善，在市场实际操作过程中还存在各种各样的问题，要想充分发挥股权激励对上市公司发展的促进作用，还需要加紧对股权激励制度、机制方面的建设。

股权激励与盈余管理外文文献翻译2014年译文4500字文献出处：Scott Duellman. Equity Incentives and Earnings Management[J]. Account. Public Policy ,2014(32):495–517.原文Equity Incentives and Earnings ManagementScott DuellmanaAbstractPrior studies suggest that equity incentives inherently have both an interest alignment effect and an opportunistic financial reporting effect. Using three distinct proxies for earnings management we find evidence consistent with the incentive alignment (opportunistic financial reporting) effect of equity incentives increasing as monitoring intensity increases (decreases). Furthermore, using the accrual-based earnings management and meet/beat analyst forecast models we find that the opportunistic financial reporting effect of equity incentives dominates the incentive alignments effect for firms with low monitoring intensity. Using proxies for real earnings management, we find that the incentive alignment effect dominates the opportunistic financial reporting effect for high and moderate monitoring intensity firms. However, for low monitoring intensity firms the opportunistic reporting effect mitigates, but does not completely offset, the benefits of the incentive alignment effect. Overall, these findings are consistent with the level of monitoring affecting the relation between equity incentives and earnings management.1. IntroductionClassical agency theory suggests that equity incentives align managers’interests with shareholders’in terests (see forexample, Mirlees, 1976, Jensen and Meckling, 1976 and Holmstrom, 1979). However, recent theoretical papers suggest that equity incentives may also motivate managers to boost short term stock prices by manipulating accounting numbers (see for example, Bar-Gill and Bebchuk, 2003 and Goldman and Slezak, 2006). Empirical studies examining the effect of equity incentives on earnings management, a proxy for opportunistic reporting, yield mixed results. For example, Gao and Shrieves, 2002,Bergstresser and Philippon, 2006 and Weber, 2006, and Cornett et al. (2008) document a positive relation between equity incentives and accrual-based earnings management; while Hribar and Nichols (2007) find that after controlling for cash flow volatility the relation between equity incentives and earnings management becomes insignificant.1 Furthermore, Cohen et al. (2008) find a negative relation between equity incentives and real earnings management. Thus, whether equity incentives are associated with opportunistic financial reporting is an open empirical question that warrants further study.We view equity incentives as one element of the firm’s governancestructure and argue that equity incentives inherently have both an interest alignment effect and an opportunistic financial reporting effect. We investigate how the relation between equity incentives and earnings management changes with respect to the intensity of firms’monitoring systems. More specifically, we expect that when monitoring intensity is relatively high, equity incentives will have more of an incentive alignment effect leading to lower earnings management in comparison with low monitoring intensity firms. Conversely, when monitoring intensity is relatively low, equity incentives will have more of anopportunistic financial reporting effect leading to higher earnings management in comparison to high monitoring intensity firms. Thus, we predict that the incentive alignment (opportunistic financial reporting) effect of equity incentives increases as monitoring intensity increases (decreases).Using a sample over the time period 2001–2007, we proxy for earnings management using three different measures common in the literature: (i) absolute abnormal accruals, (ii) real earnings management measures, and (iii) the likelihood of meeting/beating an analyst forecast. We measure equity incentives, in a manner consistent with prior studies such as Bergstresser and Philippon (2006) as the percentage of total CEO compensation for the year that would come from a 1% increase in the company’s stock as of the end of the previous fiscal year.To measure the intensity of monitoring mechanisms, we focus on threemechanisms that are most directly involved in monitoring managers’financial reporting decisions (board of directo rs, external auditors, and institutional investors). We identify six board characteristics, one auditor characteristic, and two institutional investor characteristics that could potentially affect monitoring effectiveness. Using principal component analysis we collapse these nine characteristics into two monitoring intensity measures (principal components) which capture 51.1% of the variance in these characteristics.2 We classify firms as high (low) monitoring intensity firms if both monitoring intensity measures are above (below) median values while firms with only one monitoring factor above the median are classified as moderate monitoring intensity firms. We use this approach as different monitoring attributes may be substitutes or complements to oneanother and principal component analysis effectively reduces the redundancy in these variables.We regress our measures of earnings management on lagged equity incentives, monitoring intensity classifications (moderate and low), the interaction between them, and a set of control variables. Our findings can be summarized as follows. First, we find evidence consistent with the incentive alignment (opportunistic financial reporting) effect of equity incentives increasing as monitoring intensity increases (decreases) across all three earnings management measures. Second, in tests using accrual based earnings management and meet/beat analyst forecasts, we find that forlow monitoring intensity firms, the opportunistic reporting effect dominates the incentive alignment effect of equity incentives; and equity incentives and earnings management are unrelated when monitoring intensity is moderate or high.Third, with respect to real earnings management, we find a negative relation between equity incentives and real earnings management for high and moderate monitoring intensity firms. Furthermore, for low intensity monitoring firms the negative relation is mitigated, but not completely offset, by the incentive alignment effect. In contrast with our abnormal accrual results, these findings suggest that the incentive alignment effect dominates the opportunistic financial reporting effect with respect to real earnings management. A potential explanation for these findings is that both monitors and managers are aware of the higher potential long-term costs of real earnings management and thus tend to avoid cuts to discretionary expenses (research and development) or increase production.Our primary contribution to the literature on the relationbetween equity incentives and earnings management is that we provide evidence on how this relation varies with the level of oversight by monitoring mechanisms. This is in contrast with most prior studies in this area that either overlook the effects of monitoring (or governance) mechanisms or simply use one or more governance characteristics as control variables (Bergstresser and Philippon, 2006 and Cornett et al., 2008).3 However, a prior study by Weber (2006) also investigates the effects of governance on the relation between CEO wealth sensitivity and earnings management using a random sample of 410 S&P 1500 firms. Weber (2006) finds that CEO wealth sensitivity is positively related to abnormal accruals and that governance does not significantly affect this relation. Weber (2006) defines monitoring intensity by only using the factor that explains the most variance from the principle component analysis. However, this methodology could misclassify firms because monitoring has multiple dimensions and using only one factor ignores the presence of substitutive monitoring mechanisms. Furthermore, in contrast to Weber (2006), using two monitoring intensity factors, we find that monitoring intensity has a significant effect on the relation between equity incentives and earnings management. Additionally, our study uses a broader sample of firms, a longer sample period, and multiple proxies for earnings management.In addition to our primary contribution, we add to the literature in two ways. First, while prior studies on equity incentives and accrual-based earnings management document that the results are dependent on controlling for operating cash flow volatility, we show that for firms with low monitoring, equity incentives are positively related to accrual-based earningsmanagement even after controlling for operating cash flow volatility. Second, we add to the literature by providing evidence on theeffects of monitoring intensity on the relation between equity incentives and real earnings management. To our knowledge, the only other study that investigates the relation between equity incentives and real earnings management is Cohen et al. (2008).4However, Cohen et al. (2008) do not consider the mitigating effects of monitoring intensity on this relation.An important limitation of our study (and other work in this area more generally) is that equity incentives and other governance mechanisms are likely to be chosen endogenously with the firm’s other corporate policies, structures, and features. Thus, while we attempt to mitigate the effects of endogeneity, we cannot definitively rule out the possibility that our results could be affected by endogeneity bias.The remainder of this paper is organized as follows. Section 2 presents a discussion of prior research and our hypothesis development. Section 3 presents our research design choices and their rationale. The evidence is presented in Section 4 and the conclusion in Section 5.2. Prior research and hypothesis development2.1. Prior researchEquity incentives are an important part of firms’governa nce structures that are used to align managers’ interests with shareholder interests (Mirlees, 1976, Jensen and Meckling, 1976 and Holmstrom, 1979). However, recent studies suggest that they also motivate managers tofocus on boosting stock price in the short term (see for example, Bar-Gill and Bebchuk, 2003 and Goldman and Slezak,2006).Prior studies document mixed evidence on the effect of equity incentives on earnings management. On the one hand, Gao and Shrieves, 2002, Cheng and Warfield, 2005, Bergstresser and Philippon, 2006 and Weber, 2006, and Cornett et al. (2008) find that equity incentives are positively related to the absolute value of abnormal accruals. On the other hand, Hribar and Nichols (2007) demonstrate that findings of earnings management in studies that are based on absolute abnormal accruals no longer hold once controls for cash flow volatility are added. Furthermore, in contrast with studies documenting opportunistic effects of equity incentives, Cohen et al. (2008) find a negative relation between real earnings management methods and stock ownership, CEO bonuses, and unexercisable options consistent with incentive alignment effects dominating opportunistic effects. Armstrong et al. (2010a, 226) summarize the findings on the relation between equity incentives and accounting irregularities of all types (including accrual based earnings management) by stating that “no conclusive results have emerged from the literature.”Thus, whether equity incentives result in earnings management remains an open question.2.2. Equity incentives and other governance mechanismsWe view equity incentives as one element of a firm’s overall governancestructure. Furthermore, we note that equity incentives have both an incentive alignment effect as well as an opportunistic financial reporting effect. The incentive alignment effect follows from agency theory which suggests that managerial stock ownership align their interests with shareholders (Jensen andMeckling, 1976). The opportunistic financial reporting effect arises because managers with high equity incentives are motivated to overstate accounting performance and boost stock prices in the short-run. For example, Bar-Gill and Bebchuk (2003) show that when managers can sell shares in the short-run, they will be motivated to misreport performance and misreporting will be an increasing function of the fraction of management-owned shares that could be sold (also see Goldman and Slezak, 2006 and Ronen et al., 2006).If firms choose their governance structures to maximize value, and optimally use equity incentives in conjunction with other governance mechanisms, there will be either a negative relation or no relation between equity incentives and earnings management. Intuitively, any opportunistic effects of equity incentives would be exactly offset by other governance or monitoring mechanisms. However, adjusting governance structures is costly so it is unclear whether most firms end up with optimal equity incentives and monitoring mechanisms in a dynamic environment. Deviations from optimal monitoring raises the possibility that under some conditions the opportunistic effects of equity incentives may dominate or mitigate the。

原文DIVIDEND POLICY, GROWTH, AND THE V ALUATION OF SHARESMERTON H. MILLER,FRANCO MODIGLINIThe effect of a firm's dividend policy on the current price of its shares is a matter of considerable importance, not only to the corporate officials who must set the policy, but to investors planning portfolios and to economists seeking to understand and appraise the functioning of the capital markets. Do companies with generous distribution policies consistently sell at a premium over those with-niggardly payouts? Is the reverse ever true? If so, under what conditions? Is there an optimum payout ratio or range of ratios that maximizes the current worth of the shares?Although these questions of fact have been the subject of many empirical studies in recent years no consensus has yet been achieved. One reason appears to be the absence in the literature of a complete and reasonably rigorous statement of those parts of the economic theory of valuation bearing directly on the matter of dividend policy. Lacking such a statement, investigators have not yet been able to frame their tests with sufficient precision to distinguish adequately between the various contending hypotheses. Nor have they been able to give a convincing explanation of what their test results do imply about the underlying process of valuation.In the hope that it may help to over- come these obstacles to effective empirical testing, this paper will attempt to fill the existing gap in the theoretical literature on valuation. We shall begin, in Section I, by examining the effects of differences in dividend policy on the current price of shares in an ideal economy characterized by perfect capital markets, ational behavior, and perfect certainty. Still within this convenient analytical framework we shall go on in Sections II and III to consider certain closely related issues that appear to have been responsible for considerable misunderstanding of the role of dividend policy. In particular, Section II will focus on the long- standing debate about what investors "really" capitalize when they buy shares; and section III on the much mooted relations between price, the rate of growthof profits, and the rate of growth of dividends per share. Once these fundamentals have been established, we shall proceed in Section IV to drop the assumption of certainty and to see the extent to which the earlier conclusions about dividend policy must be modified. Finally, in Section V, we shall briefly examine the implications for the dividend policy problem of certain kinds of market imperfections.EFFECT OF DIVIDEND POLICY WITH PERFECT MARKETS, RATIONAL BEHA VIOR, AND PERFECT CERTAINTYThe meaning of the basic assumptions. -Although the terms" perfect markets," "rational behavior," and "perfect certainty" are widely used throughout economic theory, it may be helpful to start by spelling out the precise meaning of these assumptions in the present context.1. In "perfect capital markets," no buyer or seller (or issuer) of securities is large enough for his transactions to have an appreciable impact on the then ruling price. All traders have equal and costless access to information about the ruling price and about all other relevant characteristics of shares (to be detailed specifically later). No brokerage fees, transfer taxes, or other transaction costs are incurred when securities are bought, sold, or issued, and there are no tax differentials either between distributed and undistributed profits or between dividends and capital gains.2."Rational behavior" means that investors always prefer more wealth to less and are indifferent as to whether a given increment to their wealth takes the form of cash payments or an increase in the market value of their holdings of shares.3. "Perfect certainty" implies complete assurance on the part of every investor as to the future investment program and the future profits of every corporation. Because of this assurance, there is, among other things, no need to distinguish between stocks and bonds as sources of fund sat this stage of the analysis. We can, therefore, proceed as if there were only a single type of financial instrument which, for convenience, we shall refer to as shares of stock.The fundamental principle of valuation.- Under' these assumptions the valuation of all shares would be governed by the following fundamental principle: the price of each share must be such that the rate of return (dividends plus capital gains per dollarinvested) on every share will be the same throughout the market over any given interval of time.WHAT DOES THE MARKET "REALLY" CAPITALIZE?In the literature on valuation one can find at least the following four more or less distinct approaches to the valuation of shares: (1) the discounted cash flow approach;(2) the current earnings plus future investment opportunities approach; (3) the stream of dividends approach; and (4) the stream of earnings approach. To demonstrate that these approaches are, in fact, equivalent it will be helpful to begin by first going back to equation (5) and developing from it a valuation formula to serve as a point of reference and comparisonEARNINGS, DIVIDENDS, AND GROWTH RATESThe convenient case of constant growth rates.-The relation between the stream of earnings of the firm and the stream of dividends and of returns to the stock- holders can be brought out most clearly by specializing(12) to the case in which investment opportunities are such as to generate a constant rate of growth of profits in perpetuity. Admittedly, this case has little empirical significance, but it is convenient for illustrative purposes and has received much attention in the literature.The growth of dividends and the growth of total profits.-Given that total earnings (and the total value of the firm) are growing at the rate kp* what is the rate of growth of dividends per share and of the price per share? Clearly, the answer will vary depending on whether or not the firm is paying out a high percentage of its earnings and thus relying heavily on outside financing. We can show the nature of this dependence explicitly by making use of the fact that whatever the rate of growth of dividends per share the present value of the firm by the dividend approach must be the same as by the earnings approach. The special case of exclusively internal financing.-As noted above the growth rate of dividends per share is not the same as the growth rate of the firm except in the special case in which all financing is internal. This is merely one of a number of peculiarities of this special case on which, unfortunately, many writers have based their entire analysis. The reason for the preoccupation with this special case is far from clear to us. Certainly no one wouldsuggest that it is the only empirically relevant case. Even if the case were in fact the most common, the theorist would still be under an obligation to consider alternative assumptions. We suspect that in the last analysis, the popularity of the internal financing model will be found to reflect little more than its ease of manipulation combined with the failure to push the analysis far enough to disclose how special and how treacherous a case it really is.THE EFFECTS OF DIVIDEND POLICY UNDER UNCERTAINTY Uncertainty and the general theory of valuation.-In turning now from the ideal world of certainty to one of uncertainty our first step, alas, must be to jettison the fundamental valuation principle as given, say, in our equation .DIVIDEND POLICY AND MARKET IMPERFECTIONSTo complete the analysis of dividend policy, the logical next step would presumably be to abandon the assumption of perfect capital markets. This is, however, a good deal easier to say than to do principally because there is no unique set of circumstances that constitutes "imperfection. "We can describe not one but a multitude of possible departures from strict perfection, singly and in combinations. Clearly, to attempt to pursue the implications of each of these would only serve to add inordinately to an already overlong discussion. We shall instead, therefore, limit ourselves in this concluding section to a few brief and genera lob serrations about imperfect markets that we hope may prove helpful to those taking up the task of extending the theory of valuation in this direction.It is important to keep in mind that from the standpoint of dividend policy, what counts is not imperfection per se but only imperfection that might lead an investor to have a systematic preference as between a dollar of current dividends and a dollar of current capital gains. Whereon such systematic preference is produced, we can subsume the imperfection in the (random) error term always carried along when applying propositions derived from ideal models to real world events.译文股利政策、增长和股票的估值默顿.米列尔，弗兰克.莫迪丽公司的股利分配政策会影响到其股票的当前价格，这是一个相当重要的问题，不仅是对于制定政策的企业管理层来说，还是对那些购买公司股票的投资者来说，都是很重要的。