소유지배괴리도와 사외이사 보상 중요성 간의 관련성 : 기회주의적 목적의 조절효과를 중심으로

Previous studies have failed to provide clear evidence for whether the high compensation of outside directors is a catalyst to enhance their surveillance activities or an incentive to tolerate managerial opportunistic behaviors. In addition, they have a limitation that it is impossible to know how the controlling shareholder perceives the role of outside directors merely by the compensation level of outside directors. The purpose of this study is to analyze (1) the relationship between the ownership-control disparity and the relatively importance of compensation for outside directors, and (2) how this relationship differs for firms with opportunistic purposes. We have analyzed 1,286 companies that can collect the ownership-control disparity from 2009 to 2017. The results show that there is a significant and positive relationship between the ownership-control disparity and the compensation importance of the outside directors and this positive relationship is changed to be negative in the firms with positive discretionary accruals, suggesting that the larger the ownership-control disparity, the more the controlling shareholder pays out a large amount of compensation to the outside directors in order to dissuade stakeholder concerns. However, when controlling shareholders have opportunistic purposes, they seem to pay low out-of-director compensation to avoid monitoring by outside directors. Therefore, it is shown that the ownership-control disparity can be different depending on what purposes the controlling shareholder have. These results are also robust to the consideration of incentives that auditors would compromise their independence. These findings provide new evidence for stakeholders to make careful decision-making regarding a ownership-control disparity.