Tuesday's unanimous vote by the U.S. Securities and Exchange
Commission is fine as far as it goes. But the proposed requirement
that companies start publishing tables listing total compensation
for top corporate officers, along with the true costs of stock
options and other perks, still fails to give shareholders a true
metric for executive performance. Instead, new approaches—formal
or otherwise—should make the link between executive compensation
and shareholder value explicit and systematic.
That's the view of institutional investors. The bottom-line
question they ask about executive compensation is not: "How much
are we paying?" Rather, it's: "What are we getting for the
pay?"
Bain & Co.'s interviews with more than 40 institutional
investors in the U.K. and U.S. underscore this point: Nearly 100%
oppose option repricing; 82% say they want to discontinue rich
severance packages; and 70% are against awarding bonuses tied to
acquisitions. Yet, 63% are willing to give senior managers a larger
share of the value they create for shareholders—as long as
executives also share in the downside.
But tying executive compensation to sustained value creation
won't happen simply by linking compensation to shareholder returns.
Management teams could be focused on the wrong priorities, while
still benefiting from a rising market. Or, they could be doing
exactly the right things but still be penalized by forces outside
their control. The best compensation systems reward successful
strategy execution—and include an equity component to align
management and shareholders. Executives are pushed to outperform
ambitious internal targets and their peers in the stock market.
This message was clearly reinforced by Bain research on
sustained-growth companies. Our analysis of more than 2,000 global
companies shows that only one in ten achieves sustained, profitable
growth over ten years, defined as revenue and net income growth
greater than 5.5% and positive return on capital. What
characteristics do the top performers share? Most notably, their
senior managers make the right strategic choices to define their
businesses appropriately and to achieve clear leadership. In
addition, they create a culture of performance focused on
high-quality decisions, executed with excellence. Executive
compensation was an important lever.
The companies that appear to get real benefit from linking pay
and performance apply four basic principles:
1. They are clear about what drives value in their businesses,
and they communicate it widely, externally and internally, and they
measure what matters.
2. They tie compensation to the real value created—reflecting
the performance of both share price and the underlying business
over time.
3.They recognize that the front line drives the bottom line, and
cascade appropriate measures and incentives to key employees.
4. They build trust with compensation systems that are simple
and transparent to employees as well as investors.
Dell (nasdaq: DELL - news - people ) is illustrative. Over the
years, the computer company has isolated the most important factors
that create value. Indeed, Dell's strategy of cost and customer
leadership hasn't wavered in more than a decade. With a clear
picture of what drives value, Dell ties compensation to the
measures that matter. The pay system starts with base salaries for
Dell executives that are generally below industry averages. A
bigger potential slice comes in the form of long-term equity-based
compensation that helps motivate managers to grow shareholder
value. Rewards are built into Dell's annual bonus, which uses key
value drivers such as operating profit margin and customer metrics
to set ambitious targets for executives.
Few could argue that Michael Dell is poorly compensated. But in
2001, he received only 25% of his possible bonus, even though the
company performed well against peers. Why? The business fell short
of hitting some of its aggressive internal targets. Such numbers
should make a lot of sense to shareholders.