To link to full-text access for this article, visit this link: http://dx.doi.org/10.1016/j.jfineco.2005.02.002 Byline: Mihir A. Desai (a)(b), Dhammika Dharmapala (c) Keywords: Incentive compensation; Corporate governance; Tax avoidance; Stock options; Tax evasion Abstract: This paper analyzes the links between corporate tax avoidance and the growth of high-powered incentives for managers. A simple model demonstrates the role of feedback effects between tax sheltering and managerial diversion in determining how high-powered incentives influence tax sheltering decisions. A novel measure of corporate tax avoidance (the component of the book-tax gap not attributable to accounting accruals) allows for an investigation of the link between tax avoidance and incentive compensation. Increases in incentive compensation tend to reduce the level of tax sheltering, in a manner consistent with a complementary relationship between diversion and sheltering. In addition, this negative effect is driven primarily by firms with relatively weak governance arrangements, confirming a central prediction of the model. These results can help explain the growing cross-sectional variation among firms in their levels of tax avoidance, the undersheltering puzzle, and why large book-tax gaps are associated with subsequent negative abnormal returns. Author Affiliation: (a) Harvard Business School, Morgan Hall 363, Boston, MA 02163, USA (b) National Bureau of Economic Research, Cambridge, MA 02138, USA (c) University of Connecticut, 341 Mansfield Road, Storrs, CT 06269, USA Article History: Received 22 April 2004; Revised 21 December 2004; Accepted 4 February 2005 Article Note: (footnote) [star] We would like to thank an anonymous referee, Alan Auerbach, Amy Dunbar, Alexander Dyck, Austan Goolsbee, Dirk Jenter, Mark Lang, Bryan Lincoln, John Phillips, Gary Richardson, Justin Tobias, Luigi Zingales, and various conference and seminar participants for valuable discussions and comments on an earlier version of this paper. We also thank Nathan Koppel and Philip West for their help with the example in . Mihir A. Desai acknowledges the financial support of the Division of Research of Harvard Business School, and Dhammika Dharmapala acknowledges the financial support of the University of Connecticut Research Foundation. Michael Park provided excellent research assistance.