March 6, 2017
We appreciate the opportunity to comment on implementation of the pay ratio rule pursuant to Section
953 (b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act. Implementation of this rule will fail to generate any substantial benefit to U.S. corporations or their shareholders while adding considerable complexities and cost burdens. This letter is to address the time, energy, and resources that The Timken Company has devoted so far to collect the data in order to be compliant with the CEO pay ratio disclosure in 2018.
Specific complexities that have made it administratively challenging for the organization:
Globally diverse workforce with numerous country-specific statutory benefits
Decentralized payroll systems (multiple vendors/systems)
Many different types of compensation structures, with significant incentive pay plan differences
Obtaining data related to the various incentive pay plans
Diverse defined benefit plans (due to different country requirements and as a result of acquiring companies with different compensation and benefit profiles).
We have incurred both external and internal costs and efforts, primarily related to working with an external consultant to assist us in identifying data needs, collecting demographic information, performing model calculations and determining the best approach to use for a preliminary pay ratio estimate.
We anticipate considerable additional related costs this year as we plan to engage an external consultant to assist us in drafting the 2018 Proxy disclosure, as well as assistance with the development of materials designed to prepare leaders to communicate the CEO pay ratio to the organization and external stakeholders. These costs are in addition to the time and resources our associates must spend directly on planning, data collection and drafting of the disclosure.
We urge you to re-consider the necessity and value provided to shareholders of the rule.