Abstract
In this paper we examine the effects of performance-based compensation on the quality of internal control. We find that the sensitivities of CEO and CFO option portfolios and long-term incentive plans to stock price changes are negatively related to the propensity to report internal control weaknesses between January 2004 and December 2006. We also find that sensitivity is more strongly related to company-level than account-specific control weaknesses. This relation is stronger for CFOs, the officers primarily responsible for the processes generating financial information, and the financial information actually reported by the firm. Despite this positive impact on internal control, compensation sensitivity is positively related to accruals manipulation. Our findings indicate that while SOX disclosures harness the power of compensation schemes to enhance internal control, the controls implemented are not sufficient to eliminate the incentive to manipulate accruals within the bounds of GAAP arising from unvested options and unrestricted equity holdings.
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