The effectiveness of control exercised over executive remuneration and the quality of information disclosed in financial statements have given rise to concern and have led to proposals for the reform of corporate governance. A model of the optimal disclosure decision is presented in terms of managerial incentives and the impact of corporate governance structures. An investigation into the quality of share option disclosure in financial statements is used as the basis for testing hypotheses derived from the model and for assessing alternative policy options. The results support the need for guidance on the duties and responsibilities of audit committees and non-executive directors but fall short of providing a basis for deciding whether regulatory action is required. The evidence also supports the view that a threat to monitoring quality exists where the roles of chief executive and chairman are combined.
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