Executive Pay-Rank Inversion and M&A Decisions: Evidence from Chinese State-Owned Enterprises

Abstract

In typical executive compensation structures, higher corporate ranks are associated with greater pay. However, the reform of state-owned enterprises (SOEs) in China introduced strict salary caps for top executives, while lower-tier managers continued to receive market-based compensation, resulting in a phenomenon of pay-rank inversion—where subordinates earn more than their superiors. Leveraging this anomaly as a quasi-natural experiment, this study investigates the specific impact and underlying mechanism of pay-rank inversion on mergers and acquisitions (M&A) decisions and subsequent value realization within Chinese SOEs, thereby addressing the broad academic discourse on optimal executive compensation design. Employing a difference-in-differences (DID) approach with panel data spanning from 2007 to 2022, our analysis reveals that pay-rank inversion significantly reduces firms’ M&A intentions. Mechanistic analysis suggests that this negative effect arises primarily from diminished executive risk-taking. Furthermore, we find that the adverse impact is attenuated when CEOs possess longer tenures or receive equity-based incentives, but it ultimately undermines the realization of value post-M&A. These findings highlight the unintended consequences of high-level compensation reforms and emphasize the critical role of a well-structured pay hierarchy in sustaining executive incentives for strategic decision-making. Despite providing robust evidence, this study is subject to limitations, including its focus on measuring inversion only between the first and second management tiers. Future research should extend the analysis to the pay inversion between the listed firm and its controlling SOE group and explore alternative causal pathways beyond risk-taking, such as CEO work motivation, to deepen the understanding of high-level executive behavior.