Controlling shareholder entrenchment: Bonuses versus dividends

Abstract

An excess of control rights over cash flow rights (deviation), resulting in controlling shareholder entrenchment, is a common corporate governance problem in East Asian companies. This study examines whether control rights and cash flow rights deviations affect companies' earnings distribution policies in Taiwan. The results indicate that, regardless of whether voting rights or the number of directors on company boards are used to measure control rights, companies with higher degrees of deviation between control and cash flow rights pay disproportionately large shares of company earnings in employee bonuses relative to shareholder dividends. Severe deviation companies are biased in favor of employee compensation at the expense of minority shareholders. These companies are more likely to expropriate minority shareholders through controlling the boards of directors and paying cash bonuses to employees.