Comments on: The Battle for Shareholder Access: The Current State of Play http://blogs.law.harvard.edu/corpgov/2009/05/30/the-battle-for-shareholder-access-the-current-state-of-play/ Sponsored by the HLS Corporate Governance Program Mon, 30 Nov 2009 21:08:06 -0500 http://wordpress.org/?v=2.8.4 hourly 1 By: Gordon Brennan http://blogs.law.harvard.edu/corpgov/2009/05/30/the-battle-for-shareholder-access-the-current-state-of-play/comment-page-1/#comment-286698 Gordon Brennan Wed, 24 Jun 2009 08:09:36 +0000 http://blogs.law.harvard.edu/corpgov/?p=1485#comment-286698 I agree that there would be good reasons to enact this bill and enforce it. However, I think that the way it is being done is destructive. Having said that, I don't know what way would be better, I only think that it would better not to okay this bill. My main problem is that shareholders would be able to vote on the executives' salary. I don't think that the average person knows what a good compensation is for a CEO. Granted, I certainly think that $500,000,000 is too much for an annual salary (for those of you who are curious, that yearly amount is broken down to over $160,000 per hour). The companies that are unethical will eventually be brought down, whether by themselves or by the SEC or another agency. Today's mentality is to create laws to help every person who feels like they're being treated unfairly. It is impossible to keep the world fair. What I propose is that the companies run themselves the way they choose while being regulated by the SEC and their consciences. Let the SEC decide whether the executives are running the company in the best interest of the shareholders. The shareholders have their vote for board of directors, sale of assets, and mergers/acquisitions. They don't need to allocate executive's salaries as well. Instead of trying to always prevent problems, sometimes companies need to simply learn from others' mistakes (Enron, etc...). If they want their companies to last, then they will make the right decisions. “Providing a greater voice to shareholders while not impinging on management prerogatives is in the best interests of shareholders, public corporations, and the economy as a whole”1. This says that if company executives and shareholders don’t abuse their rights, then the company and both the executives and shareholders will benefit financially in the long-run. Definition of Prerogative: A right or privilege exclusive to a particular individual or class. It is the prerogative of executives to determine what an employee's income should be. Things go wrong when executives get greedy and when shareholders have more authority than they responsibly understand. Let nature take it's course instead of creating bills that would cause more of a mess. 1. Shareholders’ Bill of Rights Act of 2009, page 3 lines 4-7 I agree that there would be good reasons to enact this bill and enforce it. However, I think that the way it is being done is destructive. Having said that, I don’t know what way would be better, I only think that it would better not to okay this bill.

My main problem is that shareholders would be able to vote on the executives’ salary. I don’t think that the average person knows what a good compensation is for a CEO. Granted, I certainly think that $500,000,000 is too much for an annual salary (for those of you who are curious, that yearly amount is broken down to over $160,000 per hour). The companies that are unethical will eventually be brought down, whether by themselves or by the SEC or another agency. Today’s mentality is to create laws to help every person who feels like they’re being treated unfairly. It is impossible to keep the world fair. What I propose is that the companies run themselves the way they choose while being regulated by the SEC and their consciences. Let the SEC decide whether the executives are running the company in the best interest of the shareholders. The shareholders have their vote for board of directors, sale of assets, and mergers/acquisitions. They don’t need to allocate executive’s salaries as well. Instead of trying to always prevent problems, sometimes companies need to simply learn from others’ mistakes (Enron, etc…). If they want their companies to last, then they will make the right decisions.

“Providing a greater voice to shareholders while not impinging on management prerogatives is in the best interests of shareholders, public corporations, and the economy as a whole”1. This says that if company executives and shareholders don’t abuse their rights, then the company and both the executives and shareholders will benefit financially in the long-run. Definition of Prerogative: A right or privilege exclusive to a particular individual or class. It is the prerogative of executives to determine what an employee’s income should be. Things go wrong when executives get greedy and when shareholders have more authority than they responsibly understand. Let nature take it’s course instead of creating bills that would cause more of a mess.

1. Shareholders’ Bill of Rights Act of 2009, page 3 lines 4-7

]]> By: ProfessorBainbridge.com http://blogs.law.harvard.edu/corpgov/2009/05/30/the-battle-for-shareholder-access-the-current-state-of-play/comment-page-1/#comment-268682 ProfessorBainbridge.com Wed, 03 Jun 2009 21:25:37 +0000 http://blogs.law.harvard.edu/corpgov/?p=1485#comment-268682 <strong>Where are we on shareholder access?...</strong> Charles Nathan has an excellent review.... Where are we on shareholder access?…

Charles Nathan has an excellent review….

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