In this study we investigate the effectiveness of corporate governance mechanisms in aligning executive remuneration with firm performance in a voluntary corporate governance context in Australia. The dependent variable, executive remuneration, comprises fixed pay, superannuation, fringe benefits and bonuses. We hypothesize that executive remuneration is constrained by calibre of directors, represented by directors' tertiary qualifications and years of industry experience. The proportion of non-executive directors on the board is also hypothesized restrain executive remuneration. Data from a sample of 50 large publicly listed Australian company annual reports over two years (2000-2001) are used. These data were obtained from a period prior to the increased regulation after 2002 resulting from corporate collapses. This study finds that directors' tertiary qualifications restrain executive remuneration whereas directors' industry experience has no significant effect. And contrary to expectations, for these large companies during this period of voluntary corporate governance, we find that the more independent boards ie. with a greater proportion of non-executive directors, did not significantly restrain executive remuneration..