The topic of this monograph refers to the remuneration of executives and its relationship with corporate performance. The thesis provides the review of the compensation and corporate governance theories with the focus on the principal-agent theory, which describes the conflict of interests between shareholders and executives. It delivers a broad review of corporate governance models, and its control mechanisms. Executive remuneration is a motivational mechanism that should solve the agency problem by aligning incentives of the managers and the shareholders. The monograph involves the review of the structures of remuneration across selected countries, including Poland. It shows different performance measures and their correlations with the executive remuneration in the international studies. The main objective of this monograph is to examine the relationship of executive remuneration of the companies listed on the Warsaw Stock Exchange (WSE), particularly the chief executing officer (CEO) total compensation and corporate performance, measured by the changes in market valuation. The hypothesis of this paper is: The total CEO compensation has a positive relationship with firm performance measured by the stock valuation for non-financial companies listed on the Warsaw Stock Exchange. This study is the first of such complexity in the area of executive remuneration in Poland. Prof. dr hab. Maria Aluchna An original study both on Polish and international scale. The author undertook a difficult task and performed it in a way that demonstrated his high competences. Dr hab. Czes

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Acknowledgments 9 Introduction 11 1. Corporate governance and compensation theory 17 1.1. Introduction 17 1.2. Definition of corporate governance 17 1.3. Compensation theory 22 1.3.1. Reinforcement and expectancy theories 22 1.3.2. Equity theories 25 1.3.3. Agency theory 28 1.3.4. Transaction cost theory and incomplete contracts theory 34 1.3.5. Resource dependency theory 36 1.3.6. Compensation theory summarised 38 1.4. Corporate governance models 39 1.4.1. Simple financial model 39 1.4.2. Stewardship model 40 1.4.3. Stakeholder model 42 1.4.4. Political model 44 1.4.5. Corporate governance models summarised 46 1.5. Control mechanisms 46 1.5.1. Internal control mechanisms 47 1.5.2. External control mechanisms 52 1.5.3. Motivational mechanisms 56 1.6. Conclusions 56 2. Corporate governance and executive remuneration:An international comparison 59 2.1. Introduction 59 2.2. Corporate governance models across selected countries 59 2.2.1. Geographical taxonomy of corporate governance models 59 2.2.2. Corporate governance in the United States 61 2.2.3. Corporate governance in the United Kingdom 64 2.2.4. Corporate governance in Germany 66 2.2.5. Corporate governance in Poland 69 2.3. Executive remuneration across selected countries 72 2.3.1. Components of executive remuneration 72 2.3.2. Executive remuneration in the United States 74 2.3.3. Executive remuneration in the European Union 85 2.3.4. Executive remuneration in Poland 95 2.4. Conclusions 100 3. Corporate performance and executive remuneration 101 3.1. Introduction 101 3.2. Factors of corporate performance 101 3.2.1. Defining performance 103 3.2.2. Internal performance factors 105 3.2.3. External performance factors 112 3.3. Determinants of executive remuneration 114 3.3.1. The significance of determinants of executive remuneration 114 3.3.2. Managerial labour market as a determinant of executive remuneration 115 3.3.3. The role of the board of directors in executive remuneration 117 3.3.4. Sales, profits, and total assets as determinants of executive remuneration 119 3.3.5. Other determinants of executive remuneration 122 3.4. The influence of executive compensation on performance 123 3.5. Conclusions 144 4. The influence of CEO compensation on performance of companies listed on the Warsaw Stock Exchange 145 4.1. Introduction 145 4.2. Hypothesis development 145 4.3. Data Analysis 147 4.3.1. Sources of Data 147 4.3.2. Scope of data sample 151 4.3.3. The breakdown of CEO remuneration 152 4.4. Research method 161 4.4.1. Tools used 161 4.4.2. Variables 161 4.5. Descriptive statistics 173 4.6. Model 176 4.7. Assessment of the quality of the model 176 4.8. Results 178 4.9. Discussion 181 Conclusions 183 Bibliography 187 List of tables 197 List of figures 199 List of equations 201 List of abbreviations 203 Tools used 205 Appendices 211 Appendix I: Regression results for t for 2011-2015 211 Model Summary 211 Coefficients 212 Correlations with unstandardised residual 214 Appendix II: Regression results for t+1 for 2011-2015 216 Model Summary 216 Coefficients 216 Correlations with unstandardised residual 218 Appendix III: Regression results for t+2 for 2011-2015 220 Model Summary 220 Coefficients 220 Correlations with unstandardised residual 222 Appendix IV: Regression results for sample with state-owned companies excluded, 2011-2015 224 Model Summary 224 Coefficients 224 Correlations with unstandardised residual 226 List of excluded companies