NO.PZ2022120702000063
问题如下：
Food service operators are seeing one of the most important and growing trends in the past decade – the “gourmetisation” of fast food into a new category of food service called fast casual. One of the strongest restaurant concepts fast casual restaurants do not offer a full table service; however, they do advertise higher quality food in comparison to fast food restaurants. As a result, fast casual restaurants are perceived as an intermediate option between fast food and casual dining, and usually priced accordingly. Fast casual is now the fastest growing category in the food service industry.
The industry relies heavily on human capital for food preparation and customer services. These jobs are usually low paid and require long hours. A large percentage of food preparation and customer services jobs are filled by immigrants and young adults, respectively.
Below is information from two German companies in the fast casual restaurant sub- sector, which may or may not be material.
Which of the two companies would an analyst most probably prioritise further analysis to ensure interests between shareholders and company executives are well aligned?
选项：
A.Company A because the risks associated with the CEO’s pay are correlated with company profits. B.Company A because of the high number of independent directors who do not represent shareholders’ interests. C.Company B because a Board with more than 12 members is at risk of being inefficient in decision-making. D.Company B because low correlation between CEO’s variable compensation and company profits may indicate misalignment of interests.解释：
本题问的是分析师最有可能对哪家公司优先进行进一步分析，以确保股东和公司高管之间的利益相一致。
薪酬是管理层和股东之间发生利益冲突最明显的地方。因此为了降低或者解决利益冲突问题，高管的薪酬结构中，应设置bonus和equity-linked portions，奖金、红利和股权激励都属于可变薪酬（variable compensation），将可变薪酬与公司业绩挂钩，可以使高管的利益与股东的利益相一致。
B公司CEO的可变薪酬与公司业绩相关性较低，更有可能出现利益冲突问题，因此分析师需要进一步分析这家公司。
A
Company A because the risks associated with the CEO’s pay are correlated with company profits.
B
Company A because of the high number of independent directors who do not represent shareholders’ interests.
C
Company B because a Board with more than 12 members is at risk of being inefficient in decision-making.
D
Company B because low correlation between CEO’s variable compensation and company profits may indicate misalignment of interests.
