Abstract
This study examines the impact of CEO power on forced CEO turnover from five perspectives, namely firm performance, structural power, ownership power, CEOs’ political connections, and tenure power. Using panel data of listed companies in China, this study finds that firm performance has negative effects on forced CEO turnover. Similarly, CEOs’ structural power, political connections, and tenure power can increase their ability to be insulated from involuntary replacement. In addition, two factors of CEO ownership power, the state-controlling shareholder and serving as the representative of the largest shareholder, appear to be effective in reducing the likelihood of forced CEO turnover.
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Notes
According to the survey conducted by the Research Center of the Shanghai Stock Exchange (2003), 79.1% of CEOs are promoted by the largest shareholders and most other senior managers are also promoted by the largest shareholders.
Although concentrated ownership can effectively reduce the traditional principal–agent problem, it may give rise to another agency problem between large shareholders, especially controlling shareholders, and small shareholders, namely the principal–principal conflicts (Shleifer & Vishny, 1986; Young et al., 2008). The substantial shareholding provides large shareholders with abilities to extract private benefits by taking a disproportionate amount of the corporation’s ongoing earnings, or freezing out the minority, or selling control (Gilson & Gordon, 2003).
Kato and Long (2006) explained the different incentives of private controlling shareholders and state controlling shareholders to appoint CEOs as their representatives to serve their interests. The major incentive is to steal wealth from the firms for private controlling shareholders, while the major incentive is to provide social welfare and political stability for state controlling shareholders.
According to the Chinese Constitution, the PC is the highest organ of state power in China. Following the party and government hierarchies, there is a PC at each administrative level, including the central, provincial, municipal, county, and township levels. Local PCs have the power to elect chief officials at their own administrative levels to draft and approve local laws and policies, and to impeach government officials when necessary. The PC at the central level is the highest organ of state power of the People’s Republic of China. The CPPCC is an advisory body to the party/government in China and its main functions are to hold political consultations and to exercise democratic supervision of the party and governments (Li et al., 2006b).
It is worth noting that some directors representing other shareholders that the CEO does not represent may be first appointed during the CEO’s tenure. However, in relation to the Chinese context, the board of directors is often staffed with individuals that are directly or indirectly affiliated with the controlling shareholder (Kato & Long, 2006). Given the close relationship between the CEO and the controlling shareholder, it is likely that most directors first appointed during the CEO’s tenure should represent the same shareholder that the CEO represents.
It is possible that a CEO represents both the largest shareholder and another large shareholder in some situations. However, no CEO is a representative of both the largest shareholder and another large shareholder in this sample.
The mean values of CEO tenure excluding and including the number of years serving as factory directors are 3.44 and 3.61 respectively. The directions and significances of all estimated coefficients in models using CEO tenure excluding the number of years serving as factory directors are the same with those in models using CEO tenure including the number of years serving as factory directors. Thus, there is no significant difference between the two variables.
It is worth noting that some companies in the sample had changed their major businesses during the examined period. Thus, the industrial distribution of the sample companies was different in different years. In addition, the Guidelines on Industry Classification of Listed Companies, issued by the China Security Regulatory Commission (CSRC) in 2001, was used to class the sample companies into corresponding industries. The sample companies from non-manufacturing industries are classified into categories, while the sample companies from the manufacturing industry are classified into sub-categories because listed companies are mainly in the manufacturing industry.
In China, some companies report negative total revenues. In this sample, two companies have reported negative total revenues. One company is Shanghai Commercial Real Estate Development Industry Co., Ltd., whose stock code is 600833. Its total revenue was −51.85 and −9.00 million in 1998 and 1999 respectively. The other company is Tian** Port (Group) Cc., Ltd., whose stock code is 600715. Its total revenue was −30.44 million in 1999.
According to the Guidelines for Establishing Independent Director System in Listed Firms issued by the CSRC on August 16, 2001, each listed firm in China would be required to have at least two “independent directors” on its board of directors by June 30, 2002, and by June 30, 2003, at least one third of the board members would be required to be “independent directors.” Also, it regulates that an individual must meet the following conditions to be considered “independent:” (1) neither the individual nor his or her relatives (including spouses, parents, children, siblings, parents-, sons- and daughters-in-law, spouses of siblings, and siblings of spouses) work for the listed firm or its subsidiaries; (2) the individual does not directly or indirectly own more than 1% of the stock of the listed firm; (3) neither the individual nor his or her close relatives (including spouses, parents, and children) are among the largest ten shareholders of the listed firm; (4) neither the individuals or his or her close relatives work for a company that owns more than 5% of the stock of the listed firm; and (5) neither the individual nor his or her close relatives work for one of the largest five shareholder companies.
In China, the concept of independent directors was introduced in 2001 and fully implemented in 2003, which was during the period examined in this study. As a result, a large number of independent directors were hired during this examination period, which may affect the relationship between the proportion of interdependent directors and CEOs’ power to maintain their positions in companies. Given this situation, another variable, the proportion of interdependent directors measured by the number of non-independent directors who are firstly appointed during the incumbent CEO’s tenure divided by the total number of directors on the boards (RBCE_NI), was used in an effort to control for the impact of the independent directors who were firstly hired during the incumbent CEO’s tenure. The estimated results show that RBCE_NI has negatively and statistically significant effects on forced CEO turnover.
Before 2005, some companies disclosed the total compensation for the three highest-paid executives, the total compensation for the three highest-paid directors, and the total compensation for all directors, supervisors, and senior managers, although disclosing the executive compensation in the annual reports was not compulsory. However, the compensation of individual executives was not reported in the annual reports.
In this study, CEOs departing their positions for three reasons, namely “change of job,” “expiry of contract,” and “personal reasons,” are categorized as voluntary turnover for two situations. One situation is that the CEOs do not relinquish their positions to assume the role of chairperson on the board; the other situation is that CEOs who also serve as the chairperson on the board relinquish the position of CEO but still serve as the chairperson.
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Pi, L., Lowe, J. Can a powerful CEO avoid involuntary replacement?—An empirical study from China. Asia Pac J Manag 28, 775–805 (2011). https://doi.org/10.1007/s10490-009-9178-8
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DOI: https://doi.org/10.1007/s10490-009-9178-8