Subject: File No. S7-07-13
From: William Henderson

November 29, 2013

Executive pay is disproportionate to contribution in the United States, as opposed to elsewhere in the developed world.  This disparity shortchanges works and wastes resources on a class of people who contribute insufficiently to our economic vitality and growth.   Although regulating executive pay is a function appropriately left to shareholders and consumers, it is critical that executive pay is transparent so that they can perform their fiduciary duty.

I support Dodd-Frank rule 953(b), which strikes me as being all about the intersection of pay equity and investor value.

American workers are more productive than ever, but, year after year, studies show working Americans earning less and less, even as CEO pay balloons and corporate profits soar.

Disclosing corporate pay ratios between CEOs and average employees will finally show which corporations are driving this trend, which siphons money away from investors, and into the pockets of CEOs. In 1990, senior executive pay absorbed 5 percent of corporate profits. Today, according to Government Metrics International, it absorbs 10 percent.

Fairer pay structures mean stronger companies and a stronger economy – both of which are important to me as a consumer and as an investor.

No doubt there are a select few who benefit from the status quo of keeping the pay disparities undisclosed. No doubt there are a select few who benefit from the status quo of keeping the pay disparities undisclosed. But you must protect the American public, not the interests of CEO executives.

I urge you to stand firm and implement a strong rule that will uphold the intent of the Dodd-Frank law.

Thank you for considering my comment,

William Henderson

Trenton, NJ