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THE NEW
CLOSED SHOP:
WHO’S DECIDING
ON PAY?
THE MAKE UP OF REMUNERATION COMMITTEES
MADE TO
MEASURE
HOW OPINION ABOUT PERFORMANCE
BECOMES FACT
High Pay Centre
2
The High Pay Centre is an
independent non-party think tank
established to monitor pay at the
top of the income distribution and
set out a road map towards better
business and economic success.
We aim to produce high quality
research and develop a greater
understanding of top rewards,
company accountability and
business performance. We will
communicate evidence for change
to policymakers, companies and
other interested parties to build a
consensus for business renewal.
The High Pay Centre is resolutely
independent and strictly non-
partisan. It is increasingly clear that
there has been a policy and market
failure in relation to pay at the top
of companies and the structures
of business over a period of years
under all governments. It is now
essential to persuade all parties that
there is a better way.
The High Pay Centre was formed
following the findings of the High
Pay Commission. The High Pay
Commission was an independent
inquiry into high pay and boardroom
pay across the public and private
sectors in the UK, launched in 2009.
The author: David Bolchover is
a writer on management and the
workplace. He is the author of
three business books, the latest
being Pay Check: Are Top Earners
Really Worth It? (Coptic Publishing,
2010). He is on the advisory
panel of the High Pay Centre.
This report is based on interviews
conducted between August and
December 2014.
For more information about our work
go to highpaycentre.org
Follow us on Twitter @HighPayCentre
Like us on Facebook
About the High Pay Centre
Made to
measure
3
Contents
4		 Foreword
5		 Summary
9		 Section 1: The impact of senior executives on corporate 			
		performance
12		 Section 2: The replaceability of top executives
15		 Section 3: Subjectivity and opportunity
17		 Section 4:The value of long-term assessment
20		 Section 5: Non-financial performance measures
23		 Conclusion: Two parallel conversations
High Pay Centre
4
that these statistics are a direct
result of the great difficulty, if not
impossibility, in measuring the
contribution of individual executives
in any precise way. In a world
where judgement of performance
is extremely subjective, image and
perception become paramount.
The overwhelming consensus from
these interviews casts serious
doubt on any automatic attribution
of apparent corporate success
to the decisions or abilities of
one executive, or to those of the
relevant senior management team.
Recent research by Incomes Data
Services for the High Pay Centre3
showed that the massive rise in
executive pay in no way reflects a
commensurate boost in corporate
performance. This report calls into
question whether those who believe
in market principles should be
satisfied even if it did.
David Bolchover
In research for his 2005 book,
“Blink”, Malcolm Gladwell found that
30% of chief executives (CEOs) of
Fortune 500 companies were 6 feet
2 inches or taller, but only 3.9% of
the American male population were
a similar height.1
Meanwhile, a 2013
study by Duke University and the
University of California at San Diego
revealed that the deeper the voice
of the 792 male CEOs they listened
to, the more they earned. To be
precise, a decrease in voice pitch
of 22.1 Hertz (Hz) translated into
another $187,000 a year2
The temptation for many journalists
has been to present these research
items as a light and mildly amusing
news item. But our interviews
with a diverse range of eminent
executives, academics and other
expert commentators suggest
Foreword
1
www.gladwell.com
“Why Do We Love Tall
Men?” (http://gladwell.
com/blink/why-do-we-
love-tall-men/)
2
Evolution and Human
Behavior, 11 April 2013,
“Voice pitch and the
labor market success
of male chief executive
officers”, (http://www.
ehbonline.org/article/
S1090-5138(13)00023-
8/abstract?cc=y)
3
http://highpaycentre.
org/blog/new-high-pay-
centre-report-perfor-
mance-related-pay-is-
nothing-of-the-sort
Made to
measure
5
looks at first glance? Should our
assessment of performance be
more focused on the long term?
Should we pay closer attention
to what is going on behind the
financial figures, and take non-
financial metrics into account
when evaluating performance?
The main conclusions from our
extensive one-to-one interviews,
supplemented by the results of
an Institute of Directors survey4
commissioned by the High Pay
Centre, were as follows:
Luck and circumstance often
shape our perception of
executive performance
A recurrent theme in our interviews
was that many executives are
seeing their own individual finances
and reputation boosted just because
they happen to have presided over
a successful company that may well
have achieved equivalent success
without their presence at the helm.
“The role of the CEO is often
overstated” says Sir Philip Hampton,
the chairman of RBS. “Many CEOs
are in charge of operations which
would run quite smoothly without
their daily input.”
Stripping out the effect of
executive performance from
other factors is not possible to
achieve with any accuracy
Whatever one’s opinion about
the impact of CEOs, it will always
remain just that - an opinion. It is
impossible to isolate this impact
convincingly from the many
other factors which contribute to
corporate performance. “Minds
This report asks whether and how
excellent company performance,
and excellent individual senior
executive performance, can be
properly defined and measured.
It therefore does not deal with
high pay directly, but with the
principal justification for high pay
– namely, high performance. It
closely examines the assumption
that the demand for rare excellent
performance in executives so far
exceeds the supply of individuals
able to provide that performance,
that high pay becomes inevitable.
The report asks three questions
in depth:
1	 Are the CEO and/or other
senior executives completely,
principally, somewhat, scarcely,
or not at all responsible for
corporate performance?
2	 If he/they are indeed largely
responsible, how difficult would
it be to find someone else to
exert a similarly positive impact?
If finding a replacement is very
possible, then to what extent
can we call that performance
outstanding when it can be
replicated by numerous others?
Certainly, there are many people
who perform their jobs with great
efficiency and skill whom we do
not elevate to superstar status,
given the implicit assumption
that they can be replaced
relatively easily, notwithstanding
their abilities.
3	 In the event of what appears
to be strong corporate
performance, how often is this
performance really as good as it
Summary
4
Poll of 1,089 IOD
members in Dec 2014.
High Pay Centre
6
executive influence or rarity
are also difficult to prove, those
inside the system making these
judgements clearly have a
vested interest in emphasising
the impact of senior executives
and downplaying other factors.
The status and pay of executives,
and of those in the circles
surrounding them, are bound to
increase as a consequence of
such an assessment. “I don’t
think judgement of individual
performance is based on
profound measurement,” says Luke
Johnson, the serial entrepreneur,
private equity investor and Financial
Times columnist. “It is much
more about insider capture. The
justifications habitually used are
post-rationalisation.”
Evaluation of corporate
and individual performance
becomes more reliable as time
horizons lengthen
Although still imperfect, judgements
based on longer-term horizons can
at least make more allowances for
the fluctuations of economic and
market conditions. “When judging
performance, time is the only real
leveller,” says Lord Wolfson, CEO
of Next. “All of us have moments of
extremely good luck and extreme
bad luck, but in time that luck runs
out.” How much time is necessary
to make a proper judgement is
another issue of disagreement
among interviewees.
leap very quickly from outcomes
to causal attributions,” says Phil
Rosenzweig, professor of Strategy
and International Management
at IMD Business School in
Switzerland. “We are quick to say
that a successful company has a
brilliant, charismatic CEO, because
we attribute success to the most
visible person. The reality is much
more complex.”
CEOs are much more
replaceable than their status
and pay might indicate
Several interviewees claim that it is
easier to replace incumbent CEOs
than is often claimed. “They are
not as rare as they make out,” says
Anthony Hilton, the veteran writer
on business affairs and Evening
Standard columnist. “We need
to distinguish between aptitude
and skill, on the one hand, and
rare talent on the other.” When
asked what characteristics top
executives need to possess, the
response from interviewees was
very varied. This question, not to
mention related questions about
how rare these characteristics are
and whether a particular individual
possesses them, is once again,
highly subjective.
The difficulty of precise
measurement presents a great
opportunity to those inside
the system
As an objective measurement
of executive impact and
replaceability is not possible,
subjective judgements hold
sway. In the safe knowledge that
counter-arguments disparaging
Made to
measure
7
an emphasis on non-financial
measures can reduce what
they claim to be an unhealthy
obsession with short-term
financial performance. Indeed,
a 2014 survey of more than a
thousand members of the Institute
of Directors, commissioned by the
High Pay Centre, found that many
executives place great significance
on non-financial measures. Three
quarters, for example, believe
that “customer satisfaction”
is a very important factor in
measuring company performance
– a higher number than for any
other measure. 
Non-financial criteria can
be a problematic means
of measuring company
performance
Many interviewees put forward
the view that there are intrinsic
difficulties with performance
measures focusing on non-
financial criteria, such as customer
service or contribution to society at
large. They felt that these metrics
can be too easily manipulated,
and that excessive focus on them
can be detrimental to business
performance. However, others
disagreed, stating that only
High Pay Centre
8
Box 1: Interviewees
Business leaders
Sir Philip Hampton, Chairman, RBS
Simon Wolfson, CEO, Next
Tim Martin, Founder and chairman, Wetherspoon
David Henderson, Special Adviser and former chairman,
Kleinwort Benson
Sir Mike Darrington, former Managing Director of Greggs
Academics
Phil Rosenzweig, Author of “Halo Effect: How Managers Let
Themselves Be Deceived”, Professor of Strategy and International
Management at IMD Business School, Switzerland
Moshe Adler, Author of “Economics for the Rest of Us”, lecturer at
Columbia University
Mike Bourne, Professor of Business Performance, Cranfield University
School of Management
Investment managers
Robert Talbut, formerly chief investment officer of Royal London
Asset Management and Chairman, Markets  Asset Management
Committee, Investment Association
Abigail Herron, Head of Responsible Investment Engagement,
Aviva Investors
Private equity investor
Luke Johnson, Chairman of Risk Capital Partners, entrepreneur and
columnist, Financial Times
Remuneration consultant
Mark Hoble, Partner and leader of European Executive Rewards
Practice, Mercer
Commentators
Ed Smith, Author of “Luck: A fresh look at fortune” and columnist,
New Statesman
Anthony Hilton, Columnist, Evening Standard
Trade association representative
Daniel Godfrey, Chief Executive, Investment Association
Made to
measure
9
suddenly become favourable. Even
if you are a half-wit, you are going
to do quite well in this situation. So
many financial incentives rely on
luck, the evolution of markets, rather
than on people’s contribution.”
Luke Johnson, the entrepreneur who
grew Pizza Express and is now a
private equity investor in a diverse
range of companies as well as
writing a business column for the
Financial Times, holds a similarly
sceptical view about the scope
of the CEO’s influence in major
companies. “It is a myth that one
man (and normally, it is a man) is
responsible for a large proportion of
the outperformance of a large, long-
established, institutionally owned
plc,” he says. “Very often, the
results owe more, for example, to an
improving economy, or to a specific
market in which the company
operates which is doing particularly
well, or to the strength of its existing
brand, or to the fact that competitors
are suffering for whatever reason,
or to the research and development
division which has come up with a
new invention, and so on.”
What proves this point more than
anything else to Anthony Hilton,
longstanding observer of the
business world and columnist for
The Evening Standard, is the fact
that so few CEOs who achieve
superstar status at one company
repeat the trick at another. “Look
at Marc Bolland, for example”,
he says. “He gets taken on by
Marks  Spencer after seemingly
turning round Morrisons, but there
has been little improvement in its
performance. There are so many
intangibles that influence of the
Commentators regularly ascribe
the entire financial performance
of huge companies to the impact
of one person. “He increased
profits/turnover by x million or y%
in the space of two years”, we
are constantly told. But our in-
depth conversations with leading
executives, academics and other
analysts suggest that people may
often be too quick to focus on
executive impact at the expense
of the many other factors which
contribute to overall corporate
performance.
“Before we pay people a lot for
doing what appears to be a good
job, shouldn’t we first ask whether
we are certain about the degree of
their agency?” asks Ed Smith, the
former professional cricketer, now a
columnist with The New Statesman
and author of “Luck: a fresh look at
fortune”. “Even being aware of that
question takes us quite far.”
Our interviews indicate that some
executives do indeed doubt the
power of their own influence in
many circumstances, although
these private reservations have not
acted as a brake on the cult of the
omnipotent CEO which has gained
such a foothold within conventional
wisdom over recent decades.
“Sometimes you just get lucky”,
says Sir Philip Hampton, chairman
of the Royal Bank of Scotland, and
previously a senior executive at
several blue-chip companies, such
as Sainsbury’s and BT. “Perhaps
you joined an industry at the right
time, maybe you were promoted
at the right time, and then the
circumstances of your industry
Section 1:The impact of senior executives
on corporate performance
High Pay Centre
10
However, the role of luck and
circumstance in the perception
of performance, and the resulting
ramifications for executive pay,
should not, in his view, necessarily
concern us unduly. “You can never
eliminate the element of mere
participation in success and failure,”
he says. “You should try to mute
that element as much as you can.
But sometimes in life, you have to
say “sometimes you are lucky, and
sometimes you are not”.”
Two interviewees took particular
issue with the idea that executives
are frequently judged and rewarded
for results that have little to do
with them, arguing that investors
are already well aware of the
many determinants of corporate
performance. “Shareholders will
expect a level of performance
that is based on their view of the
company,” says Mark Hoble,
partner and leader of the European
Executive Rewards Practice at
Mercer. “The strength of the brand
or economic circumstances, for
example, will be taken into account,
and executives will have to exceed
reasonable expectation if they
are going to be judged to have
done an excellent job. The idea
that someone would say “you’ve
done a good job but the brand has
been great for 50 years, so we are
adjusting your pay as a result”, that
to me is pretty distasteful.”
Daniel Godfrey, Chief Executive
of the Investment Association,
a trade association for the UK
investment management industry,
takes a similar view. “The board
and shareholders should be able to
reach a sensible conclusion about
perception of the performance, such
as external environment, colleagues
or the state of the industry. People
often think executives are great, but
with hindsight it becomes obvious
that other factors simply made them
look good.”
It would be difficult to argue that
somebody heading a company of
five people does not have a marked
influence on how it fares. But the
more people within the company,
the more we can call into question
the impact of the CEO. “All the
successful companies I have been
involved in have relied on a team
effort,” says Mr. Johnson. “That
team might be hundreds of people,
and the CEO generally follows
recommendations from the many
advisers working with him.” As Sir
Philip Hampton puts it, “the bigger
the system, the more the system
counts, rather than the person at the
top of it.”
The impact of senior executives is,
Sir Philip believes, more doubtful
in some industries than in others.
“There are certain industries
where macroeconomic factors are
absolutely crucial, and way beyond
the influence of any manager,” he
says. “If you are a mining business,
for example, and you experience
a sustained period when China
is suddenly importing minerals
like there’s no tomorrow, without
the world having developed the
capacity to produce the volume to
meet Chinese demand, then prices
will inevitably rocket. And if the price
of iron ore or zinc rockets, then you
will make a ton even though you
have made little contribution to the
performance of that business.”
Made to
measure
11
work out where the accelerator
is, and decide between the many
alternative journeys it might take.”
While people may argue back and
forth about the extent of executive
influence on the performance of
large, established companies,
the very fact that such a debate
is taking place among those with
a wealth of high-level business
experience suggests that any
objective measurement of that
influence is extremely difficult.
“Separating the impact of the CEO
from all the other factors is probably
impossible to do perfectly,” says
Professor Rosenzweig, author of the
book “Halo Effect: How Managers
Let Themselves Be Deceived”,
which investigates what he believes
to be the many prevalent delusions
obfuscating proper analysis of
business performance. “The best
we can do is imperfect.”
Luke Johnson goes one step further,
omitting the proviso “probably”.
“Isolating one person’s discrete
contribution to the success of a
large undertaking which employs
thousands of people is an
impossible task,” he says. “I just
don’t see how it can be done.” 
how much value the management is
adding,” he says. “If I manufacture
bottled water, and there’s a problem
with tap water in one particular year,
it’s obvious that I should be able
to make good money in that year.
The board should be able to strip
out external factors and assess
whether I have done better than my
competitors who were in a similarly
advantageous position.”
Mr. Hoble accepts that executives
“have less of a short-term impact in
capital intensive industries” such as
oil production and mining. But he
nevertheless insists that they have
a vital role to play in others, such as
the retail or technology industries.
Indeed, Simon Wolfson, the CEO
of the retailer Next, is certain that
in his industry, no company can
prosper without the right leadership:
“In the short term a large business
will run itself but in the long run a
company’s destiny relies on the
person at the top,” he says. “If you
let things happen automatically,
you will eventually fail because no
formula lasts. Many think that being
a CEO is like driving a car. You just
get behind the wheel and drive a
well-travelled road. In reality, the
CEO must, to some extent, build the
car, constantly adapt the engine,
High Pay Centre
12
chain Wetherspoon. “Part of the
definition of excellence is being
in charge for ten or twenty years
through several business cycles
and putting in a good performance
for all that time.”
The competition for rare talent in a
free market is a frequent justification
for high pay. But Moshe Adler, a
lecturer in Economics at Columbia
University in New York and author
of “Economics for the Rest of Us,”
thinks that this argument contains
a fundamental flaw. “If it’s so easy
to lure a CEO away, and for another
company to recognize his or her
talent, then their replacement can
be found just as easily,” he says.
“Since their skills and knowledge
are so easily transferable, the threat
that they can easily be hired by
another company is proof that there
is no special knowledge in what
they do and that the fear of their
leaving is groundless.”
The two investors interviewed for
this report, Robert Talbut, formerly
Chief Investment Officer of Royal
London Asset Management and
Chairman of the Markets and Asset
Management Committee at the
Investment Association, and Abigail
Herron, Head of Responsible
Investment Engagement at Aviva
Investors, both argue that while
a solid and efficient CEO will
suffice in most situations, some
circumstances do require a
rarer breed.
For Mr. Talbut, that situation is most
likely to arise when a company is
faring particularly poorly, and needs
a fresh direction. “There are more
people around who could be good
We have seen that the impact of
senior executives on corporate
performance is open to serious
doubt, and that, in any case, it
appears impossible to prove this
impact conclusively. But even if
we were to accept that a CEO
may have significant influence on
company performance in certain
circumstances, how difficult would
it be to replace a person capable of
such influence? Certainly, it would
be difficult to make the rational
case that any individual should be
so highly regarded and paid a vast
amount when their skills are very
replaceable, no matter what their
impact on company performance.
David Henderson, a former
chairman and now special
adviser for Kleinwort Benson
and a non-executive director of
several companies, is not alone in
suggesting that the rarity of CEOs is
frequently overplayed. “We are told
that it’s supply and demand,” he
says. “Supposedly, there is hardly
anyone else who can do these jobs.
We are told there is only one other
person who can do a particular
job, and he is on the other side of
the world so we have to pay huge
sums to poach him. Frankly, I find
this incredible.”
The role of luck and other
external factors may, of course,
determine what we think about
the replaceability of executives.
The two issues of impact and
replaceability cannot therefore be
entirely disconnected. “It’s hard to
say whether executives are talented
when they are only there for four
or five years,” says Tim Martin, the
founder and chairman of the pub
Section 2:The replaceability of top executives
Made to
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13
most crucial in any CEO. Opinions
varied widely. For Sir Philip
Hampton, it was hard work and
“a thick skin”. For Simon Wolfson,
it was the willingness to take on
responsibility. For Ed Smith, it
was “a non-quantifiable gift for
judgement”. Sir Mike Darrington,
former Managing Director of
Greggs, argues that CEOs “need to
have drive and enthusiasm, and a
long-term strategic vision.”
CEOs than is commonly claimed,”
he says. “But when there is a real
problem, you need an incredibly
talented individual, with the
knowledge, expertise and energy to
turn that company around.”
Mrs Herron agrees, but adds that
certain industries also call for the
rarer breed of CEO. “The scarcity of
the skill set necessary to do the job
determines how easily he or she can
be replaced,” she says. “Banking is
one industry which does need rarer
skills, because it is very technical,
fragmented and subject to very
close scrutiny from regulators”.
Once again showing the subjective
nature of this whole debate,
another interviewee agrees that
CEOs are harder to replace
in certain industries, but cites
different industries as examples. “In
some high-tech and engineering
businesses, you need a deep
knowledge of the customer base
and technology, built up over many
years, to be really effective,” says
Mike Bourne, Professor of Business
Performance at Cranfield University
School of Management. “This is
the exception, not the rule. Usually,
CEOs can be relatively easily
replaced.”
Professor Bourne also takes issue
with the notion that the skills of the
turnaround CEO are rare, saying
that the ability to “take a very cold
look at a company, act decisively
and make big changes is probably
more prevalent than people think.”
On this theme, we asked
interviewees to specify the
characteristics they thought were
table 1 Which of the following attributes do you
value in a CEO?
Total 1089
Intelligence 60%
Decisiveness 60%
Team work 56%
Hard work 35%
Negotiating skills 28%
Rigour 22%
Political skills 15%
International experience 9%
Luck 6%
Previous success as a CEO in
another company
5%
Previous success in a senior role at
your company
4%
High Pay Centre
14
characteristics, or about whether
a particular individual possesses
these characteristics, it would
be difficult to claim that the
characteristics themselves are as
rare as they are commendable.
For example, can we really say
“intelligence” is rare in the UK
when 49% of young people enrol at
university?5
Can we say the capacity
to work hard is rare when UK full-
time employees work among the
longest hours in Europe?6
Luke Johnson is in doubt that
these highly-valued traits are more
common than some might suggest.
“It is not true that these skills –
motivating people, delegating,
strategic judgement, decision-
making, talent spotting – are rare,”
he says. “I just don’t believe it. I
think there are lots of people out
there who are hardworking, clever,
motivated, ambitious, incisive and
intelligent. I don’t accept that only a
very few individuals can or want to
run these businesses.” 
The Institute of Directors survey,
conducted on behalf of The
High Pay Centre, asked a similar
question. “Decisiveness” (with 60%
of those surveyed selecting this
option), “intelligence” (also 60%)
and “team work” (56%) were the
three most popular responses of
the eleven presented (respondents
could select as many as they
wished) (table 1).
Not only do different respondents
specify different characteristics,
but the question of whether any
particular individual possesses
any stated characteristic is clearly
in itself a matter of judgement.
Some, for example, may interpret
a person’s actions as decisive,
whereas others may view the same
actions as stubborn or rash. Most
CEOs purport to have a long-term
strategy – some may view that
strategy as sound, others will see
it as flawed. One and the same
individual may fit well into certain
teams, but clash with others.
Even if we can reach agreement
about the importance of certain
5
Department for
Business Innovation
and Skills, “Participa-
tion rates in higher
education: Academic
years 2006/7 – 2011/12
(https://www.gov.uk/
government/uploads/
system/uploads/
attachment_data/
file/306138/13-p140-
HEIPR_PUBLICA-
TION_2011-12_2_.pdf)
6
Office for National
Statistics, “Hours
Worked in the Labour
Market, 2011”, ( http://
www.ons.gov.uk/ons/
dcp171776_247259.
pdf)
Made to
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15
to be as high as possible. Fund
managers are rewarded like
bankers and big company bosses,
and this inevitably affects how they
judge individual performance.” The
subjective nature of performance
measurement, in other words, opens
up great opportunities for well-
positioned individuals to formulate
the intellectual justification for taking
a healthy slice of the huge revenues
flowing through large corporations.
While espousing a very similar line
to Mr. Henderson, Luke Johnson
also lays specific blame at the door
of the principal-agent problem,
the disconnect between corporate
managers and their entourage on
the one hand, and the ultimate
shareholders (the millions of
individuals who invest their savings
in companies through institutional
shareholders) on the other. “What
we are seeing is an unconscious
exploitation of the system of
dispersed ownership, with those
inside the system able to capture
it for themselves in the absence of
any organised opposition,” he says.
The vested interests elevating
the influence and rarity of senior
executives are labelled by Anthony
Hilton as “a complex monopoly” and
a “tacit conspiracy”, which “is using
its power to extort the system and
rip off the ultimate shareholders”.
It has not always been thus. The
“dispersed ownership” which Mr.
Johnson discusses is a relatively
recent phenomenon, reflecting
the great increase in occupational
pensions and individual savings
since the 1960s. According to his
logic, the cult of the CEO has only
Section 3: Subjectivity and opportunity
Due to the absence of any clear and
objective measurement of executive
performance, and the impossibility
of proving nebulous assertions
about the rarity and irreplaceability
of their skills, the evaluation of the
value of individual executives in
large companies becomes very
much a matter of conjecture. And
the opinion that ultimately counts is
that of the remuneration committees
and their advisers who are making
this evaluation. Given the huge rise
in rewards over recent decades,
the assumption that top executives
exert a very substantial influence
on company performance, and
that they are extremely difficult to
replace, clearly holds sway where
it matters.
Phil Rosenzweig puts this down
to a “mental shortcut”, the human
need to find simple explanations,
often centring on the most
prominent person in the story.
Similarly, he says, excessive blame
is laid at the door of a country’s
political leader during periods of
economic downturn. But other
interviewees suggest that career
or financial motives are at least
partly responsible for what they
claim to be the disproportionate
focus on executive influence and
indispensability.
“Self-interest is deeply ingrained
within the system,” says David
Henderson. “Non-executives of
one company are directors at
other companies. Unless working
on a fixed fee basis, headhunters’
fees tend to be calculated as a
percentage of the executive’s first
year remuneration, which acts as
an incentive for the remuneration
High Pay Centre
16
had the opportunity to flourish in
the years since then. Ed Smith
correctly points out that “at other
moments in the history of business,
the pie has been cut up differently.”
Moshe Adler of Columbia University
quotes the early nineteenth century
economist, David Ricardo, who
observed that all production is
carried out by teams, where the
contribution made by each worker
(or machine) cannot be separated
from the contribution of the rest.
Therefore, Ricardo explained, the
way in which the fruits of labour are
divided cannot be determined by
productivity; it is actually determined
by “the habits and customs” of
the day. 
Made to
measure
17
Tim Martin of Wetherspoon takes
the argument one step further,
maintaining that short-term
measurement criteria may not
only be deceptive, but can also
be harmful to the company, with
self-interested executives pursuing
counterproductive strategies
for personal gain. A five-year
perspective will lead CEOs to
reduce costs, for example, in order
to increase both earnings per share
over that period and the resulting
executive remuneration, even
though this may have an adverse
effect on the company itself,” he
explains. “The entire structure
of corporate pay is based on
performance over one, three or five
years, when 10, 15 and 20 is more
important.”
The points raised by Professor
Bourne and Mr. Martin may be
similar, but the specific time
horizons they cite reveal another
potential grey area. The former
instinctively talks of hidden
problems being exposed within
“12 to 18 months”, whereas the
latter alludes to much longer time
spans. Robert Talbut, meanwhile,
hints at an intermediate period,
saying “that we cannot form a
judgement on how well a company
and its management are doing over
three years.” And so we enter yet
another area open to conjecture
– what exactly constitutes
“long- term”?
Just as with the question of CEO
impact, several interviewees believe
that the answer to this question
depends on the industry in question.
“Companies in the pharmaceutical
sector, which depend on long-
Several interviewees said that the
more long-term the judgement
of either corporate or individual
executive performance, the more
likely that the element of luck will
be minimised. In other words, any
fool may be able to preside over
success in a year-long period if
market and economic conditions are
ideal. But lengthen that period to ten
years, with several business cycles
occurring within that time frame, and
it then becomes more probable that
only the genuinely top performers
will shine through.
“Various external and economic
factors can distort a short-term
share price”, says Simon Wolfson
of Next. “Only a long-term view will
give you an accurate measure of
company performance.”
Abigail Herron of Aviva Investors
believes that only by following
such a long-term perspective can
investors overcome often superficial
or misleading first impressions.
“Naturally, some CEOs can be very
charming, but at some stage they
have to align the talk with something
concrete,” she says. “In the long
term, they have to deliver.”
Excessive focus on short-term
performance, on the other hand,
can hide fundamental problems
that don’t get picked up in that time
frame. ““If someone is in post for a
very short time, their performance
can look very good because they
make the financials look better, but
they can leave a disaster behind
that doesn’t get picked up for
another 12 or 18 months,” says
Mike Bourne of Cranfield School
of Management.
Section 4:The value of long-term assessment
High Pay Centre
18
Certainly, the Institute of Directors
survey indicates that there is little
appetite among executives for a
long-term view. Around three in five
respondents (59%) said that the
“correct time horizon of company
performance for determining
performance-related pay” was not
more than three years. Only 5%
believed it should be longer than
five years (table 2).
Associated vested interests
may also benefit from short-term
measurement criteria. “The ultimate
owners – the man on the street with
an insurance policy or pension –
may be thinking more long-term
about their investment, but the
custodians of their investments
– the institutional investors or
fund managers – are thinking
short-term because that is how
their own incentives work,” says
David Henderson.
Others warn that even long-
term term measurement may not
necessarily act as an all-embracing
panacea that serves to reward
the deserving and reconcile the
interests of executives and ultimate
shareholders. “We can expect
from the law of probabilities that
some companies are going to do
well over a number of years,” says
Phil Rosenzweig of IMD Business
School. “If you flip coins ten times in
a row, a certain number of people
will have flipped heads ten times.
Similarly, you would expect a certain
number of companies in the SP
500 to perform very well over a ten-
year period.”
Meanwhile, Anthony Hilton doubts
that a long-term assessment will
term investment on research and
development, will have a much
longer-term assessment period
than retail, for example,” says
Abigail Herron. “There are no hard
and fast rules for the length of time
performance should be measured
by,” agrees Simon Wolfson. “Five
years, for example, might be too
short a time perspective for property
companies, and too long for retail
companies.”
Any serious move to eradicate short-
term evaluation of performance is
likely to be met by similar resistance
to that which follows any questioning
of CEO impact or replaceability,
and for similar reasons to boot.
“People used to take a more long-
term view because they couldn’t
make big bucks in a short period,
but all that has changed,” says Sir
Mike Darrington.
table 2 What is the correct time horizon
of company performance for determining
performance-related pay?
Total
Total 1089
1 year 11%
1-3 years 48%
3-5 years 31%
More than 5 years 5%
Other (please specify) 5%
Made to
measure
19
have the desired effect of making
executives think further into
the future. “Judging corporate
performance over ten years will
enable you to see how sustainable
the strategy has been, whether it
was merely tailored to the short
term,” he says. “But the problem is
that any executive compensation
resulting from that measurement
is pointless, because evidence
shows that people’s behaviour is
not affected by such long-term
incentives.” 
High Pay Centre
20
the company. Delivering long-term
value to shareholders is the only
measurement worth having.”
Luke Johnson agrees, cautioning
against any negation of the principal
role of a company in a capitalist
society. “If the raison d’être of a
company is to make life comfortable
for its employees, or to provide the
best possible value to its customers,
then it ceases to be a business,”
he says. “”For profit” means that
the company is there to make a
profit. Generally speaking, that
profit motive has shown itself to be
a very powerful catalyst for job and
wealth creation.”
Others claim that non-financial
measures can be too easily
manipulated by insiders, as those
looking in from the outside cannot
possibly grasp the detail involved in
the day-to-day administration of the
company. “Fund managers naturally
gravitate towards financial measures
like total shareholder return or
A large proportion of respondents
to the Institute of Directors survey
pointed to non-financial criteria as
important factors in the assessment
of company performance. Around
three quarters (74%) stated that
“customer satisfaction” is a “very
important” factor, with more than
half (53%) saying the same about
“employee engagement” (table 3).
However, several interviewees
expressed serious doubts about
non-financial measures, arguing
that they are difficult to pin
down and that any incentives
associated with them may conflict
with broader business goals.
“Beware of secondary measures
of performance”, warns Simon
Wolfson. “They tend to be malleable
and can lead to unintended
consequences. For example, a
CEO could invest hugely in an area
of customer service for which he
knows he will be rewarded, even
though this action may be against
the long-term financial interests of
Section 5: Non-financial performance
measures
table 3 How important are the following factors when assessing company
performance? (Rank in 1-5 with 5 very important)
Employee
engagement
Profitability
Shareholder
value
Jobscreated
Investment
Customer
satisfaction
Reducing
environmental
impact
Contributionto
society
Reputation
Brand
recognition
0% 0% 2% 5% 2% 0% 5% 4% 0% 1%
1% 1% 3% 10% 7% 0% 11% 10% 1% 3%
6% 2% 11% 45% 35% 2% 39% 35% 6% 17%
40% 31% 43% 32% 46% 23% 37% 42% 29% 44%
53% 66% 41% 7% 9% 74% 9% 9% 64% 35%
Made to
measure
21
including non-financial measures
could redress this imbalance.
“We have to look at performance
in a wholly new light,” says Sir
Mike Darrington. “We need to
have companies that are effective
over the long term, growing and
providing robust employment,
meeting customers’ needs, not only
making profits but paying taxes
and reinvesting properly so that the
company can continue to prosper,
employees feel appreciated and
still have their jobs, and customers
feel welcomed and continue to be
served.”
“Sustainability entails looking
beyond short-term financial
performance”, agrees Daniel
Godfrey, Chief Executive of
the Investment Association.
“Other factors which create
that sustainability include new
product pipelines, research and
development, customer satisfaction
and employee engagement.” He
thinks that we should not be fixated
on finding the perfect measurement
for these non-financial measures. “It
is questionable whether you really
need absolutely precise metrics,”
he says. “For example, there is a
developed market for measuring
employee engagement. They may
not be exact, but the measures will
certainly give you a sense of the
direction of travel.”
If one is persuaded of the need
for non-financial metrics in
measuring corporate or individual
executive performance, the issue
then becomes one of emphasis.
How much of the performance
measurement should focus on
earnings per share because they
understand them,” says Anthony
Hilton. “However, these have almost
nothing to do with the routine
challenges faced by the person
actually running the business. The
problem is that the non-financial
metrics which do matter from
an operational standpoint are
understood much better by the CEO
than by anyone else, so if they are
used to gauge performance it is
highly likely he knows how to game
the system.”
Mike Bourne believes that “the
problem with non-financial metrics
is that if you pay for KPIs (key
performance indicators), you get
improvement of KPIs,” and reminds
us that “the “I” stands for “indicator”,
not performance.”
To illustrate the point, he cites an
example he witnessed in the public
sector. “All grant applications had
to be reviewed by a particular
team within a three-month period,”
he says. “The way it managed to
achieve a 100% success rate was
to reject high-quality applications
that couldn’t be completed within
three months, and tell the relevant
applicant to try again. As they had
already reviewed these applications
in part, they were efficient to
review again. The team therefore
concocted some impressive
numbers, but the performance
didn’t actually improve.”
This scepticism about non-financial
performance measures was
certainly not uniformly felt by all
interviewees. Others argued that
the emphasis on financial results
was far too narrow, and that only
High Pay Centre
22
the financial, and how much the
non-financial? Phil Rosenzweig
believes that financial measures
will always dominate, but that
does not mean we should feel
free to ignore everything else.
“Performance is not just financial;
there are many more stakeholders
than just shareholders,” he says.
“Is there a danger that CEOs will
make decisions detrimental to the
long-term health of the company if
they pursue non-financial targets?
It’s a question of degree. Non-
financial metrics are always going
to be relatively incidental in the
overall incentive package. But it’s
too narrow to send a message to
CEOs that all we are interested in is
financial performance.” 
Made to
measure
23
wisdom, the subjective nature
of performance assessment
has allowed many top executive
employees of major corporates to
become extremely wealthy in recent
decades.
The problem is that a large number
of ordinary people, who are not
immersed or even interested in the
arcane detail of long-term incentive
packages, are indeed asking
these fundamental and logical
questions about the rationality
of high executive pay, and are
concluding that many rewards
derive from being in the right place
at the right time, rather than from
the potent application of rare talent.
As this report itself indicates, many
high earners themselves believe
the same thing. A 2011 Ipsos Mori
research study, commissioned by
the High Pay Centre, examined
attitudes among the top 1%
of UK earners, and found that
“participants tended to think that
their industries would be offering
these salaries with or without them
– there was a sense that the money
was there for the taking.”7
If the chasm between the corporate
world and ultimate shareholders is
not to grow yet wider, and faith in the
system not to become dangerously
fragile, companies will surely have
to work far harder to convince
people that high performance, not
superficial perception or self-serving
entitlement, is the driving force of
high pay. 
It is unlikely that many remuneration
committees spend much time
discussing the issues raised in
this report. Mired in the convoluted
technical minutiae of how top
executives should be paid, they
lose sight of the basic questions
which should determine whether it
is rational to offer such high rewards
in the first place, however they are
distributed. For reasons of self-
interest or inertia, fixed assumptions
about the fundamental issues of
executive impact and replaceability
are so deeply embedded within
the system that they are not
exposed to proper scrutiny. The
very real doubts expressed by the
distinguished interviewees for this
report in a private capacity will
seldom see the light of day in those
forums where they might have some
practical effect.
If there is one thing that this report
makes clear, it is that many of
the prevailing convictions about
individual executive performance
are very far from incontestable.
Much else, however, remains very
unclear. We do not know how much
impact the CEO or his team exert
on corporate performance; we do
not know how replaceable they are;
we do not know what constitutes
the most helpful definition of long-
term; we do not know how reliable
or useful non-financial measures
of performance really are. We may
have strong opinions, but we cannot
prove them to be true.
But nor can others prove them
to be false. In the absence of
any organised opposition within
the decision-making process to
query the conventional corporate
Conclusion: Two parallel conversations
7
The High Pay Com-
mission, 2011. “Just
deserts, or good luck?
High Earners’ attitudes
to pay”, (https://www.
ipsos-mori.com/
DownloadPublica-
tion/1447_ipsos-mori-
hpc-high-earners-
attitudes-to-pay.pdf)
Design | Rachel Gannon

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How Opinion About Job Performance Becomes Fact

  • 1. THE NEW CLOSED SHOP: WHO’S DECIDING ON PAY? THE MAKE UP OF REMUNERATION COMMITTEES MADE TO MEASURE HOW OPINION ABOUT PERFORMANCE BECOMES FACT
  • 2. High Pay Centre 2 The High Pay Centre is an independent non-party think tank established to monitor pay at the top of the income distribution and set out a road map towards better business and economic success. We aim to produce high quality research and develop a greater understanding of top rewards, company accountability and business performance. We will communicate evidence for change to policymakers, companies and other interested parties to build a consensus for business renewal. The High Pay Centre is resolutely independent and strictly non- partisan. It is increasingly clear that there has been a policy and market failure in relation to pay at the top of companies and the structures of business over a period of years under all governments. It is now essential to persuade all parties that there is a better way. The High Pay Centre was formed following the findings of the High Pay Commission. The High Pay Commission was an independent inquiry into high pay and boardroom pay across the public and private sectors in the UK, launched in 2009. The author: David Bolchover is a writer on management and the workplace. He is the author of three business books, the latest being Pay Check: Are Top Earners Really Worth It? (Coptic Publishing, 2010). He is on the advisory panel of the High Pay Centre. This report is based on interviews conducted between August and December 2014. For more information about our work go to highpaycentre.org Follow us on Twitter @HighPayCentre Like us on Facebook About the High Pay Centre
  • 3. Made to measure 3 Contents 4 Foreword 5 Summary 9 Section 1: The impact of senior executives on corporate performance 12 Section 2: The replaceability of top executives 15 Section 3: Subjectivity and opportunity 17 Section 4:The value of long-term assessment 20 Section 5: Non-financial performance measures 23 Conclusion: Two parallel conversations
  • 4. High Pay Centre 4 that these statistics are a direct result of the great difficulty, if not impossibility, in measuring the contribution of individual executives in any precise way. In a world where judgement of performance is extremely subjective, image and perception become paramount. The overwhelming consensus from these interviews casts serious doubt on any automatic attribution of apparent corporate success to the decisions or abilities of one executive, or to those of the relevant senior management team. Recent research by Incomes Data Services for the High Pay Centre3 showed that the massive rise in executive pay in no way reflects a commensurate boost in corporate performance. This report calls into question whether those who believe in market principles should be satisfied even if it did. David Bolchover In research for his 2005 book, “Blink”, Malcolm Gladwell found that 30% of chief executives (CEOs) of Fortune 500 companies were 6 feet 2 inches or taller, but only 3.9% of the American male population were a similar height.1 Meanwhile, a 2013 study by Duke University and the University of California at San Diego revealed that the deeper the voice of the 792 male CEOs they listened to, the more they earned. To be precise, a decrease in voice pitch of 22.1 Hertz (Hz) translated into another $187,000 a year2 The temptation for many journalists has been to present these research items as a light and mildly amusing news item. But our interviews with a diverse range of eminent executives, academics and other expert commentators suggest Foreword 1 www.gladwell.com “Why Do We Love Tall Men?” (http://gladwell. com/blink/why-do-we- love-tall-men/) 2 Evolution and Human Behavior, 11 April 2013, “Voice pitch and the labor market success of male chief executive officers”, (http://www. ehbonline.org/article/ S1090-5138(13)00023- 8/abstract?cc=y) 3 http://highpaycentre. org/blog/new-high-pay- centre-report-perfor- mance-related-pay-is- nothing-of-the-sort
  • 5. Made to measure 5 looks at first glance? Should our assessment of performance be more focused on the long term? Should we pay closer attention to what is going on behind the financial figures, and take non- financial metrics into account when evaluating performance? The main conclusions from our extensive one-to-one interviews, supplemented by the results of an Institute of Directors survey4 commissioned by the High Pay Centre, were as follows: Luck and circumstance often shape our perception of executive performance A recurrent theme in our interviews was that many executives are seeing their own individual finances and reputation boosted just because they happen to have presided over a successful company that may well have achieved equivalent success without their presence at the helm. “The role of the CEO is often overstated” says Sir Philip Hampton, the chairman of RBS. “Many CEOs are in charge of operations which would run quite smoothly without their daily input.” Stripping out the effect of executive performance from other factors is not possible to achieve with any accuracy Whatever one’s opinion about the impact of CEOs, it will always remain just that - an opinion. It is impossible to isolate this impact convincingly from the many other factors which contribute to corporate performance. “Minds This report asks whether and how excellent company performance, and excellent individual senior executive performance, can be properly defined and measured. It therefore does not deal with high pay directly, but with the principal justification for high pay – namely, high performance. It closely examines the assumption that the demand for rare excellent performance in executives so far exceeds the supply of individuals able to provide that performance, that high pay becomes inevitable. The report asks three questions in depth: 1 Are the CEO and/or other senior executives completely, principally, somewhat, scarcely, or not at all responsible for corporate performance? 2 If he/they are indeed largely responsible, how difficult would it be to find someone else to exert a similarly positive impact? If finding a replacement is very possible, then to what extent can we call that performance outstanding when it can be replicated by numerous others? Certainly, there are many people who perform their jobs with great efficiency and skill whom we do not elevate to superstar status, given the implicit assumption that they can be replaced relatively easily, notwithstanding their abilities. 3 In the event of what appears to be strong corporate performance, how often is this performance really as good as it Summary 4 Poll of 1,089 IOD members in Dec 2014.
  • 6. High Pay Centre 6 executive influence or rarity are also difficult to prove, those inside the system making these judgements clearly have a vested interest in emphasising the impact of senior executives and downplaying other factors. The status and pay of executives, and of those in the circles surrounding them, are bound to increase as a consequence of such an assessment. “I don’t think judgement of individual performance is based on profound measurement,” says Luke Johnson, the serial entrepreneur, private equity investor and Financial Times columnist. “It is much more about insider capture. The justifications habitually used are post-rationalisation.” Evaluation of corporate and individual performance becomes more reliable as time horizons lengthen Although still imperfect, judgements based on longer-term horizons can at least make more allowances for the fluctuations of economic and market conditions. “When judging performance, time is the only real leveller,” says Lord Wolfson, CEO of Next. “All of us have moments of extremely good luck and extreme bad luck, but in time that luck runs out.” How much time is necessary to make a proper judgement is another issue of disagreement among interviewees. leap very quickly from outcomes to causal attributions,” says Phil Rosenzweig, professor of Strategy and International Management at IMD Business School in Switzerland. “We are quick to say that a successful company has a brilliant, charismatic CEO, because we attribute success to the most visible person. The reality is much more complex.” CEOs are much more replaceable than their status and pay might indicate Several interviewees claim that it is easier to replace incumbent CEOs than is often claimed. “They are not as rare as they make out,” says Anthony Hilton, the veteran writer on business affairs and Evening Standard columnist. “We need to distinguish between aptitude and skill, on the one hand, and rare talent on the other.” When asked what characteristics top executives need to possess, the response from interviewees was very varied. This question, not to mention related questions about how rare these characteristics are and whether a particular individual possesses them, is once again, highly subjective. The difficulty of precise measurement presents a great opportunity to those inside the system As an objective measurement of executive impact and replaceability is not possible, subjective judgements hold sway. In the safe knowledge that counter-arguments disparaging
  • 7. Made to measure 7 an emphasis on non-financial measures can reduce what they claim to be an unhealthy obsession with short-term financial performance. Indeed, a 2014 survey of more than a thousand members of the Institute of Directors, commissioned by the High Pay Centre, found that many executives place great significance on non-financial measures. Three quarters, for example, believe that “customer satisfaction” is a very important factor in measuring company performance – a higher number than for any other measure.  Non-financial criteria can be a problematic means of measuring company performance Many interviewees put forward the view that there are intrinsic difficulties with performance measures focusing on non- financial criteria, such as customer service or contribution to society at large. They felt that these metrics can be too easily manipulated, and that excessive focus on them can be detrimental to business performance. However, others disagreed, stating that only
  • 8. High Pay Centre 8 Box 1: Interviewees Business leaders Sir Philip Hampton, Chairman, RBS Simon Wolfson, CEO, Next Tim Martin, Founder and chairman, Wetherspoon David Henderson, Special Adviser and former chairman, Kleinwort Benson Sir Mike Darrington, former Managing Director of Greggs Academics Phil Rosenzweig, Author of “Halo Effect: How Managers Let Themselves Be Deceived”, Professor of Strategy and International Management at IMD Business School, Switzerland Moshe Adler, Author of “Economics for the Rest of Us”, lecturer at Columbia University Mike Bourne, Professor of Business Performance, Cranfield University School of Management Investment managers Robert Talbut, formerly chief investment officer of Royal London Asset Management and Chairman, Markets Asset Management Committee, Investment Association Abigail Herron, Head of Responsible Investment Engagement, Aviva Investors Private equity investor Luke Johnson, Chairman of Risk Capital Partners, entrepreneur and columnist, Financial Times Remuneration consultant Mark Hoble, Partner and leader of European Executive Rewards Practice, Mercer Commentators Ed Smith, Author of “Luck: A fresh look at fortune” and columnist, New Statesman Anthony Hilton, Columnist, Evening Standard Trade association representative Daniel Godfrey, Chief Executive, Investment Association
  • 9. Made to measure 9 suddenly become favourable. Even if you are a half-wit, you are going to do quite well in this situation. So many financial incentives rely on luck, the evolution of markets, rather than on people’s contribution.” Luke Johnson, the entrepreneur who grew Pizza Express and is now a private equity investor in a diverse range of companies as well as writing a business column for the Financial Times, holds a similarly sceptical view about the scope of the CEO’s influence in major companies. “It is a myth that one man (and normally, it is a man) is responsible for a large proportion of the outperformance of a large, long- established, institutionally owned plc,” he says. “Very often, the results owe more, for example, to an improving economy, or to a specific market in which the company operates which is doing particularly well, or to the strength of its existing brand, or to the fact that competitors are suffering for whatever reason, or to the research and development division which has come up with a new invention, and so on.” What proves this point more than anything else to Anthony Hilton, longstanding observer of the business world and columnist for The Evening Standard, is the fact that so few CEOs who achieve superstar status at one company repeat the trick at another. “Look at Marc Bolland, for example”, he says. “He gets taken on by Marks Spencer after seemingly turning round Morrisons, but there has been little improvement in its performance. There are so many intangibles that influence of the Commentators regularly ascribe the entire financial performance of huge companies to the impact of one person. “He increased profits/turnover by x million or y% in the space of two years”, we are constantly told. But our in- depth conversations with leading executives, academics and other analysts suggest that people may often be too quick to focus on executive impact at the expense of the many other factors which contribute to overall corporate performance. “Before we pay people a lot for doing what appears to be a good job, shouldn’t we first ask whether we are certain about the degree of their agency?” asks Ed Smith, the former professional cricketer, now a columnist with The New Statesman and author of “Luck: a fresh look at fortune”. “Even being aware of that question takes us quite far.” Our interviews indicate that some executives do indeed doubt the power of their own influence in many circumstances, although these private reservations have not acted as a brake on the cult of the omnipotent CEO which has gained such a foothold within conventional wisdom over recent decades. “Sometimes you just get lucky”, says Sir Philip Hampton, chairman of the Royal Bank of Scotland, and previously a senior executive at several blue-chip companies, such as Sainsbury’s and BT. “Perhaps you joined an industry at the right time, maybe you were promoted at the right time, and then the circumstances of your industry Section 1:The impact of senior executives on corporate performance
  • 10. High Pay Centre 10 However, the role of luck and circumstance in the perception of performance, and the resulting ramifications for executive pay, should not, in his view, necessarily concern us unduly. “You can never eliminate the element of mere participation in success and failure,” he says. “You should try to mute that element as much as you can. But sometimes in life, you have to say “sometimes you are lucky, and sometimes you are not”.” Two interviewees took particular issue with the idea that executives are frequently judged and rewarded for results that have little to do with them, arguing that investors are already well aware of the many determinants of corporate performance. “Shareholders will expect a level of performance that is based on their view of the company,” says Mark Hoble, partner and leader of the European Executive Rewards Practice at Mercer. “The strength of the brand or economic circumstances, for example, will be taken into account, and executives will have to exceed reasonable expectation if they are going to be judged to have done an excellent job. The idea that someone would say “you’ve done a good job but the brand has been great for 50 years, so we are adjusting your pay as a result”, that to me is pretty distasteful.” Daniel Godfrey, Chief Executive of the Investment Association, a trade association for the UK investment management industry, takes a similar view. “The board and shareholders should be able to reach a sensible conclusion about perception of the performance, such as external environment, colleagues or the state of the industry. People often think executives are great, but with hindsight it becomes obvious that other factors simply made them look good.” It would be difficult to argue that somebody heading a company of five people does not have a marked influence on how it fares. But the more people within the company, the more we can call into question the impact of the CEO. “All the successful companies I have been involved in have relied on a team effort,” says Mr. Johnson. “That team might be hundreds of people, and the CEO generally follows recommendations from the many advisers working with him.” As Sir Philip Hampton puts it, “the bigger the system, the more the system counts, rather than the person at the top of it.” The impact of senior executives is, Sir Philip believes, more doubtful in some industries than in others. “There are certain industries where macroeconomic factors are absolutely crucial, and way beyond the influence of any manager,” he says. “If you are a mining business, for example, and you experience a sustained period when China is suddenly importing minerals like there’s no tomorrow, without the world having developed the capacity to produce the volume to meet Chinese demand, then prices will inevitably rocket. And if the price of iron ore or zinc rockets, then you will make a ton even though you have made little contribution to the performance of that business.”
  • 11. Made to measure 11 work out where the accelerator is, and decide between the many alternative journeys it might take.” While people may argue back and forth about the extent of executive influence on the performance of large, established companies, the very fact that such a debate is taking place among those with a wealth of high-level business experience suggests that any objective measurement of that influence is extremely difficult. “Separating the impact of the CEO from all the other factors is probably impossible to do perfectly,” says Professor Rosenzweig, author of the book “Halo Effect: How Managers Let Themselves Be Deceived”, which investigates what he believes to be the many prevalent delusions obfuscating proper analysis of business performance. “The best we can do is imperfect.” Luke Johnson goes one step further, omitting the proviso “probably”. “Isolating one person’s discrete contribution to the success of a large undertaking which employs thousands of people is an impossible task,” he says. “I just don’t see how it can be done.”  how much value the management is adding,” he says. “If I manufacture bottled water, and there’s a problem with tap water in one particular year, it’s obvious that I should be able to make good money in that year. The board should be able to strip out external factors and assess whether I have done better than my competitors who were in a similarly advantageous position.” Mr. Hoble accepts that executives “have less of a short-term impact in capital intensive industries” such as oil production and mining. But he nevertheless insists that they have a vital role to play in others, such as the retail or technology industries. Indeed, Simon Wolfson, the CEO of the retailer Next, is certain that in his industry, no company can prosper without the right leadership: “In the short term a large business will run itself but in the long run a company’s destiny relies on the person at the top,” he says. “If you let things happen automatically, you will eventually fail because no formula lasts. Many think that being a CEO is like driving a car. You just get behind the wheel and drive a well-travelled road. In reality, the CEO must, to some extent, build the car, constantly adapt the engine,
  • 12. High Pay Centre 12 chain Wetherspoon. “Part of the definition of excellence is being in charge for ten or twenty years through several business cycles and putting in a good performance for all that time.” The competition for rare talent in a free market is a frequent justification for high pay. But Moshe Adler, a lecturer in Economics at Columbia University in New York and author of “Economics for the Rest of Us,” thinks that this argument contains a fundamental flaw. “If it’s so easy to lure a CEO away, and for another company to recognize his or her talent, then their replacement can be found just as easily,” he says. “Since their skills and knowledge are so easily transferable, the threat that they can easily be hired by another company is proof that there is no special knowledge in what they do and that the fear of their leaving is groundless.” The two investors interviewed for this report, Robert Talbut, formerly Chief Investment Officer of Royal London Asset Management and Chairman of the Markets and Asset Management Committee at the Investment Association, and Abigail Herron, Head of Responsible Investment Engagement at Aviva Investors, both argue that while a solid and efficient CEO will suffice in most situations, some circumstances do require a rarer breed. For Mr. Talbut, that situation is most likely to arise when a company is faring particularly poorly, and needs a fresh direction. “There are more people around who could be good We have seen that the impact of senior executives on corporate performance is open to serious doubt, and that, in any case, it appears impossible to prove this impact conclusively. But even if we were to accept that a CEO may have significant influence on company performance in certain circumstances, how difficult would it be to replace a person capable of such influence? Certainly, it would be difficult to make the rational case that any individual should be so highly regarded and paid a vast amount when their skills are very replaceable, no matter what their impact on company performance. David Henderson, a former chairman and now special adviser for Kleinwort Benson and a non-executive director of several companies, is not alone in suggesting that the rarity of CEOs is frequently overplayed. “We are told that it’s supply and demand,” he says. “Supposedly, there is hardly anyone else who can do these jobs. We are told there is only one other person who can do a particular job, and he is on the other side of the world so we have to pay huge sums to poach him. Frankly, I find this incredible.” The role of luck and other external factors may, of course, determine what we think about the replaceability of executives. The two issues of impact and replaceability cannot therefore be entirely disconnected. “It’s hard to say whether executives are talented when they are only there for four or five years,” says Tim Martin, the founder and chairman of the pub Section 2:The replaceability of top executives
  • 13. Made to measure 13 most crucial in any CEO. Opinions varied widely. For Sir Philip Hampton, it was hard work and “a thick skin”. For Simon Wolfson, it was the willingness to take on responsibility. For Ed Smith, it was “a non-quantifiable gift for judgement”. Sir Mike Darrington, former Managing Director of Greggs, argues that CEOs “need to have drive and enthusiasm, and a long-term strategic vision.” CEOs than is commonly claimed,” he says. “But when there is a real problem, you need an incredibly talented individual, with the knowledge, expertise and energy to turn that company around.” Mrs Herron agrees, but adds that certain industries also call for the rarer breed of CEO. “The scarcity of the skill set necessary to do the job determines how easily he or she can be replaced,” she says. “Banking is one industry which does need rarer skills, because it is very technical, fragmented and subject to very close scrutiny from regulators”. Once again showing the subjective nature of this whole debate, another interviewee agrees that CEOs are harder to replace in certain industries, but cites different industries as examples. “In some high-tech and engineering businesses, you need a deep knowledge of the customer base and technology, built up over many years, to be really effective,” says Mike Bourne, Professor of Business Performance at Cranfield University School of Management. “This is the exception, not the rule. Usually, CEOs can be relatively easily replaced.” Professor Bourne also takes issue with the notion that the skills of the turnaround CEO are rare, saying that the ability to “take a very cold look at a company, act decisively and make big changes is probably more prevalent than people think.” On this theme, we asked interviewees to specify the characteristics they thought were table 1 Which of the following attributes do you value in a CEO? Total 1089 Intelligence 60% Decisiveness 60% Team work 56% Hard work 35% Negotiating skills 28% Rigour 22% Political skills 15% International experience 9% Luck 6% Previous success as a CEO in another company 5% Previous success in a senior role at your company 4%
  • 14. High Pay Centre 14 characteristics, or about whether a particular individual possesses these characteristics, it would be difficult to claim that the characteristics themselves are as rare as they are commendable. For example, can we really say “intelligence” is rare in the UK when 49% of young people enrol at university?5 Can we say the capacity to work hard is rare when UK full- time employees work among the longest hours in Europe?6 Luke Johnson is in doubt that these highly-valued traits are more common than some might suggest. “It is not true that these skills – motivating people, delegating, strategic judgement, decision- making, talent spotting – are rare,” he says. “I just don’t believe it. I think there are lots of people out there who are hardworking, clever, motivated, ambitious, incisive and intelligent. I don’t accept that only a very few individuals can or want to run these businesses.”  The Institute of Directors survey, conducted on behalf of The High Pay Centre, asked a similar question. “Decisiveness” (with 60% of those surveyed selecting this option), “intelligence” (also 60%) and “team work” (56%) were the three most popular responses of the eleven presented (respondents could select as many as they wished) (table 1). Not only do different respondents specify different characteristics, but the question of whether any particular individual possesses any stated characteristic is clearly in itself a matter of judgement. Some, for example, may interpret a person’s actions as decisive, whereas others may view the same actions as stubborn or rash. Most CEOs purport to have a long-term strategy – some may view that strategy as sound, others will see it as flawed. One and the same individual may fit well into certain teams, but clash with others. Even if we can reach agreement about the importance of certain 5 Department for Business Innovation and Skills, “Participa- tion rates in higher education: Academic years 2006/7 – 2011/12 (https://www.gov.uk/ government/uploads/ system/uploads/ attachment_data/ file/306138/13-p140- HEIPR_PUBLICA- TION_2011-12_2_.pdf) 6 Office for National Statistics, “Hours Worked in the Labour Market, 2011”, ( http:// www.ons.gov.uk/ons/ dcp171776_247259. pdf)
  • 15. Made to measure 15 to be as high as possible. Fund managers are rewarded like bankers and big company bosses, and this inevitably affects how they judge individual performance.” The subjective nature of performance measurement, in other words, opens up great opportunities for well- positioned individuals to formulate the intellectual justification for taking a healthy slice of the huge revenues flowing through large corporations. While espousing a very similar line to Mr. Henderson, Luke Johnson also lays specific blame at the door of the principal-agent problem, the disconnect between corporate managers and their entourage on the one hand, and the ultimate shareholders (the millions of individuals who invest their savings in companies through institutional shareholders) on the other. “What we are seeing is an unconscious exploitation of the system of dispersed ownership, with those inside the system able to capture it for themselves in the absence of any organised opposition,” he says. The vested interests elevating the influence and rarity of senior executives are labelled by Anthony Hilton as “a complex monopoly” and a “tacit conspiracy”, which “is using its power to extort the system and rip off the ultimate shareholders”. It has not always been thus. The “dispersed ownership” which Mr. Johnson discusses is a relatively recent phenomenon, reflecting the great increase in occupational pensions and individual savings since the 1960s. According to his logic, the cult of the CEO has only Section 3: Subjectivity and opportunity Due to the absence of any clear and objective measurement of executive performance, and the impossibility of proving nebulous assertions about the rarity and irreplaceability of their skills, the evaluation of the value of individual executives in large companies becomes very much a matter of conjecture. And the opinion that ultimately counts is that of the remuneration committees and their advisers who are making this evaluation. Given the huge rise in rewards over recent decades, the assumption that top executives exert a very substantial influence on company performance, and that they are extremely difficult to replace, clearly holds sway where it matters. Phil Rosenzweig puts this down to a “mental shortcut”, the human need to find simple explanations, often centring on the most prominent person in the story. Similarly, he says, excessive blame is laid at the door of a country’s political leader during periods of economic downturn. But other interviewees suggest that career or financial motives are at least partly responsible for what they claim to be the disproportionate focus on executive influence and indispensability. “Self-interest is deeply ingrained within the system,” says David Henderson. “Non-executives of one company are directors at other companies. Unless working on a fixed fee basis, headhunters’ fees tend to be calculated as a percentage of the executive’s first year remuneration, which acts as an incentive for the remuneration
  • 16. High Pay Centre 16 had the opportunity to flourish in the years since then. Ed Smith correctly points out that “at other moments in the history of business, the pie has been cut up differently.” Moshe Adler of Columbia University quotes the early nineteenth century economist, David Ricardo, who observed that all production is carried out by teams, where the contribution made by each worker (or machine) cannot be separated from the contribution of the rest. Therefore, Ricardo explained, the way in which the fruits of labour are divided cannot be determined by productivity; it is actually determined by “the habits and customs” of the day. 
  • 17. Made to measure 17 Tim Martin of Wetherspoon takes the argument one step further, maintaining that short-term measurement criteria may not only be deceptive, but can also be harmful to the company, with self-interested executives pursuing counterproductive strategies for personal gain. A five-year perspective will lead CEOs to reduce costs, for example, in order to increase both earnings per share over that period and the resulting executive remuneration, even though this may have an adverse effect on the company itself,” he explains. “The entire structure of corporate pay is based on performance over one, three or five years, when 10, 15 and 20 is more important.” The points raised by Professor Bourne and Mr. Martin may be similar, but the specific time horizons they cite reveal another potential grey area. The former instinctively talks of hidden problems being exposed within “12 to 18 months”, whereas the latter alludes to much longer time spans. Robert Talbut, meanwhile, hints at an intermediate period, saying “that we cannot form a judgement on how well a company and its management are doing over three years.” And so we enter yet another area open to conjecture – what exactly constitutes “long- term”? Just as with the question of CEO impact, several interviewees believe that the answer to this question depends on the industry in question. “Companies in the pharmaceutical sector, which depend on long- Several interviewees said that the more long-term the judgement of either corporate or individual executive performance, the more likely that the element of luck will be minimised. In other words, any fool may be able to preside over success in a year-long period if market and economic conditions are ideal. But lengthen that period to ten years, with several business cycles occurring within that time frame, and it then becomes more probable that only the genuinely top performers will shine through. “Various external and economic factors can distort a short-term share price”, says Simon Wolfson of Next. “Only a long-term view will give you an accurate measure of company performance.” Abigail Herron of Aviva Investors believes that only by following such a long-term perspective can investors overcome often superficial or misleading first impressions. “Naturally, some CEOs can be very charming, but at some stage they have to align the talk with something concrete,” she says. “In the long term, they have to deliver.” Excessive focus on short-term performance, on the other hand, can hide fundamental problems that don’t get picked up in that time frame. ““If someone is in post for a very short time, their performance can look very good because they make the financials look better, but they can leave a disaster behind that doesn’t get picked up for another 12 or 18 months,” says Mike Bourne of Cranfield School of Management. Section 4:The value of long-term assessment
  • 18. High Pay Centre 18 Certainly, the Institute of Directors survey indicates that there is little appetite among executives for a long-term view. Around three in five respondents (59%) said that the “correct time horizon of company performance for determining performance-related pay” was not more than three years. Only 5% believed it should be longer than five years (table 2). Associated vested interests may also benefit from short-term measurement criteria. “The ultimate owners – the man on the street with an insurance policy or pension – may be thinking more long-term about their investment, but the custodians of their investments – the institutional investors or fund managers – are thinking short-term because that is how their own incentives work,” says David Henderson. Others warn that even long- term term measurement may not necessarily act as an all-embracing panacea that serves to reward the deserving and reconcile the interests of executives and ultimate shareholders. “We can expect from the law of probabilities that some companies are going to do well over a number of years,” says Phil Rosenzweig of IMD Business School. “If you flip coins ten times in a row, a certain number of people will have flipped heads ten times. Similarly, you would expect a certain number of companies in the SP 500 to perform very well over a ten- year period.” Meanwhile, Anthony Hilton doubts that a long-term assessment will term investment on research and development, will have a much longer-term assessment period than retail, for example,” says Abigail Herron. “There are no hard and fast rules for the length of time performance should be measured by,” agrees Simon Wolfson. “Five years, for example, might be too short a time perspective for property companies, and too long for retail companies.” Any serious move to eradicate short- term evaluation of performance is likely to be met by similar resistance to that which follows any questioning of CEO impact or replaceability, and for similar reasons to boot. “People used to take a more long- term view because they couldn’t make big bucks in a short period, but all that has changed,” says Sir Mike Darrington. table 2 What is the correct time horizon of company performance for determining performance-related pay? Total Total 1089 1 year 11% 1-3 years 48% 3-5 years 31% More than 5 years 5% Other (please specify) 5%
  • 19. Made to measure 19 have the desired effect of making executives think further into the future. “Judging corporate performance over ten years will enable you to see how sustainable the strategy has been, whether it was merely tailored to the short term,” he says. “But the problem is that any executive compensation resulting from that measurement is pointless, because evidence shows that people’s behaviour is not affected by such long-term incentives.” 
  • 20. High Pay Centre 20 the company. Delivering long-term value to shareholders is the only measurement worth having.” Luke Johnson agrees, cautioning against any negation of the principal role of a company in a capitalist society. “If the raison d’être of a company is to make life comfortable for its employees, or to provide the best possible value to its customers, then it ceases to be a business,” he says. “”For profit” means that the company is there to make a profit. Generally speaking, that profit motive has shown itself to be a very powerful catalyst for job and wealth creation.” Others claim that non-financial measures can be too easily manipulated by insiders, as those looking in from the outside cannot possibly grasp the detail involved in the day-to-day administration of the company. “Fund managers naturally gravitate towards financial measures like total shareholder return or A large proportion of respondents to the Institute of Directors survey pointed to non-financial criteria as important factors in the assessment of company performance. Around three quarters (74%) stated that “customer satisfaction” is a “very important” factor, with more than half (53%) saying the same about “employee engagement” (table 3). However, several interviewees expressed serious doubts about non-financial measures, arguing that they are difficult to pin down and that any incentives associated with them may conflict with broader business goals. “Beware of secondary measures of performance”, warns Simon Wolfson. “They tend to be malleable and can lead to unintended consequences. For example, a CEO could invest hugely in an area of customer service for which he knows he will be rewarded, even though this action may be against the long-term financial interests of Section 5: Non-financial performance measures table 3 How important are the following factors when assessing company performance? (Rank in 1-5 with 5 very important) Employee engagement Profitability Shareholder value Jobscreated Investment Customer satisfaction Reducing environmental impact Contributionto society Reputation Brand recognition 0% 0% 2% 5% 2% 0% 5% 4% 0% 1% 1% 1% 3% 10% 7% 0% 11% 10% 1% 3% 6% 2% 11% 45% 35% 2% 39% 35% 6% 17% 40% 31% 43% 32% 46% 23% 37% 42% 29% 44% 53% 66% 41% 7% 9% 74% 9% 9% 64% 35%
  • 21. Made to measure 21 including non-financial measures could redress this imbalance. “We have to look at performance in a wholly new light,” says Sir Mike Darrington. “We need to have companies that are effective over the long term, growing and providing robust employment, meeting customers’ needs, not only making profits but paying taxes and reinvesting properly so that the company can continue to prosper, employees feel appreciated and still have their jobs, and customers feel welcomed and continue to be served.” “Sustainability entails looking beyond short-term financial performance”, agrees Daniel Godfrey, Chief Executive of the Investment Association. “Other factors which create that sustainability include new product pipelines, research and development, customer satisfaction and employee engagement.” He thinks that we should not be fixated on finding the perfect measurement for these non-financial measures. “It is questionable whether you really need absolutely precise metrics,” he says. “For example, there is a developed market for measuring employee engagement. They may not be exact, but the measures will certainly give you a sense of the direction of travel.” If one is persuaded of the need for non-financial metrics in measuring corporate or individual executive performance, the issue then becomes one of emphasis. How much of the performance measurement should focus on earnings per share because they understand them,” says Anthony Hilton. “However, these have almost nothing to do with the routine challenges faced by the person actually running the business. The problem is that the non-financial metrics which do matter from an operational standpoint are understood much better by the CEO than by anyone else, so if they are used to gauge performance it is highly likely he knows how to game the system.” Mike Bourne believes that “the problem with non-financial metrics is that if you pay for KPIs (key performance indicators), you get improvement of KPIs,” and reminds us that “the “I” stands for “indicator”, not performance.” To illustrate the point, he cites an example he witnessed in the public sector. “All grant applications had to be reviewed by a particular team within a three-month period,” he says. “The way it managed to achieve a 100% success rate was to reject high-quality applications that couldn’t be completed within three months, and tell the relevant applicant to try again. As they had already reviewed these applications in part, they were efficient to review again. The team therefore concocted some impressive numbers, but the performance didn’t actually improve.” This scepticism about non-financial performance measures was certainly not uniformly felt by all interviewees. Others argued that the emphasis on financial results was far too narrow, and that only
  • 22. High Pay Centre 22 the financial, and how much the non-financial? Phil Rosenzweig believes that financial measures will always dominate, but that does not mean we should feel free to ignore everything else. “Performance is not just financial; there are many more stakeholders than just shareholders,” he says. “Is there a danger that CEOs will make decisions detrimental to the long-term health of the company if they pursue non-financial targets? It’s a question of degree. Non- financial metrics are always going to be relatively incidental in the overall incentive package. But it’s too narrow to send a message to CEOs that all we are interested in is financial performance.” 
  • 23. Made to measure 23 wisdom, the subjective nature of performance assessment has allowed many top executive employees of major corporates to become extremely wealthy in recent decades. The problem is that a large number of ordinary people, who are not immersed or even interested in the arcane detail of long-term incentive packages, are indeed asking these fundamental and logical questions about the rationality of high executive pay, and are concluding that many rewards derive from being in the right place at the right time, rather than from the potent application of rare talent. As this report itself indicates, many high earners themselves believe the same thing. A 2011 Ipsos Mori research study, commissioned by the High Pay Centre, examined attitudes among the top 1% of UK earners, and found that “participants tended to think that their industries would be offering these salaries with or without them – there was a sense that the money was there for the taking.”7 If the chasm between the corporate world and ultimate shareholders is not to grow yet wider, and faith in the system not to become dangerously fragile, companies will surely have to work far harder to convince people that high performance, not superficial perception or self-serving entitlement, is the driving force of high pay.  It is unlikely that many remuneration committees spend much time discussing the issues raised in this report. Mired in the convoluted technical minutiae of how top executives should be paid, they lose sight of the basic questions which should determine whether it is rational to offer such high rewards in the first place, however they are distributed. For reasons of self- interest or inertia, fixed assumptions about the fundamental issues of executive impact and replaceability are so deeply embedded within the system that they are not exposed to proper scrutiny. The very real doubts expressed by the distinguished interviewees for this report in a private capacity will seldom see the light of day in those forums where they might have some practical effect. If there is one thing that this report makes clear, it is that many of the prevailing convictions about individual executive performance are very far from incontestable. Much else, however, remains very unclear. We do not know how much impact the CEO or his team exert on corporate performance; we do not know how replaceable they are; we do not know what constitutes the most helpful definition of long- term; we do not know how reliable or useful non-financial measures of performance really are. We may have strong opinions, but we cannot prove them to be true. But nor can others prove them to be false. In the absence of any organised opposition within the decision-making process to query the conventional corporate Conclusion: Two parallel conversations 7 The High Pay Com- mission, 2011. “Just deserts, or good luck? High Earners’ attitudes to pay”, (https://www. ipsos-mori.com/ DownloadPublica- tion/1447_ipsos-mori- hpc-high-earners- attitudes-to-pay.pdf)
  • 24. Design | Rachel Gannon