Changing board behaviour: The role of the 'Two Strikes' rule in improving the efficacy of Australian Say‐on‐Pay.

This article analyses whether the transition from the 2004 CLERP 9 advisory Say‐on‐Pay regime to the 'Two Strikes' rule in 2012 influenced CEO pay in Australian firms. Analysing a panel of 2,074 firm‐years (2005–2015), we find that (i) CEO pay is a positive predictor of shareholder dissent; (ii) firm performance has a reducing effect on shareholder dissent; (iii) excessive shareholder dissent moderated CEO pay under the 'Two Strikes' rule relative to the CLERP 9 regime, and (iv) the market responded favourably to the introduction of the 'Two Strikes' rule and negatively to 'strike' instances after its introduction. [ABSTRACT FROM AUTHOR]