From: Daniel J. Steininger
This correspondence is in support of the proposed regulatory reform requiring greater discloser for executive pay including all benefits.
The great Supreme Court Justice Benjamin Cardozo once said, in speaking about disclosure in a public setting, that “Sunshine is one of the first steps to encourage ethics in the business world.” By shining the light on the pay packages awarded Chief Executives and their top lieutenants, the SEC will do a great service to enhancing shareholder democracy in corporate America.
At the Catholic Equity Fund we adhere to the firm belief that the shareholders own the corporation. It is only common sense and logic that the Boards of Directors be required to disclose information related to pay in a simple and understandable format.
Too often proxy statements are written in what we call legal obscuranda. It would take a very sophisticated lawyer with a specialty practice in equities to make any sense out of the proxy statements. Your proposal moves in the right direction putting the burden of proof on the company and the Board of Directors. As a result, the shareholders will better understand the full picture when it comes to executive compensation and how it relates to performance. This seems fundamental to shareholder democracy.
I am quick to add that as Chairman of a fund company, I firmly believe in disclosure in actual dollars of what fund managers and the executives of fund companies actually make. I would broaden your rule to include the same.
Daniel J. Steininger