Specific findings include:

• Overwhelming opinion that senior managers of selling firms are receiving bonuses that are too generous or definitely too generous;
• Strong majority opinion that senior managers of a firm being sold should be allowed to receive bonuses for success in achieving the sale only by vote of the shareholders of the selling firm;
• A slight majority of the panel believes that M&A discussions should be led by the Board rather than the CEO; and
• Only a minority (32%) believe that the senior managers of a firm selling off subsidiaries should be allowed to receive non-compete fees (i.e. for not competing with the subsidiary being sold) directly from the purchaser—45% panelists believe that senior managers should receive non-compete fees only from their employer while 19% believe that such fees should not be legal.
  

Panelists were asked about break fees – compensation if shareholders vote to merge with or sell to a different party (i.e. hostile bidder) than the one recommended by the board of directors. They were divided about whether the break fees should be limited to proven costs or subject to negotiation or legal in the first place.

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