TheCorporateCounsel.net

When I saw Peggy Foran at our Proxy Disclosure Conference last Tuesday, I was excited to hear that Pfizer planned to unveil a mock proxy statement that had been made more “usable” during Friday’s Center for Plain Language Symposium; Pfizer took its most recent proxy statement and reformatted it. Here is a keynote speech from SEC Chairman Cox at the Symposium.

I was excited because I believe not enough attention has been paid to the usability of disclosure documents. In fact, this is the subject of our next webcast on November 15th: “Annual Reports: How to Create Them for an Online World.” Of course, substance is king – but format plays a role in how investors learn more about a company too. And as I’ve written before, in this new era of e-proxy, etc., the art of writing usable is a skill set that we all need to learn. Studies show that humans read differently online than in paper.

Anyways, I was dumbfounded to see this NY Times article on Saturday that poked Pfizer for creating a mock usable document. From reading the article, it appears that Pfizer was approached to volunteer to create this example – Pfizer was a logical choice because the company has long led the league in trying to push the envelope and serve as this country’s governance leader, particularly under Peggy’s leadership.

True, the Pfizer board made a misstep with its former CEO’s post-retirement pay package – but you still have to give Peggy and company credit for all they have done over the past decade. Today’s hot topic might have been majority vote legislation without Pfizer leading the way in voluntarily adopting a director resignation policy for majority withheld votes. There are numerous other examples of innovation, both big and small. I hope criticism in the press doesn’t stop Pfizer or any other company from trying to do the right thing, particularly something as benign as mocking up last year’s proxy to make it more usable.

[Pfizer hasn’t made it publicly available yet. I intend to post it when I get it and will blog when it’s up so you know since I’ve had so many requests.]

President Bush Attacks CEO Pay (Again)

On Thursday, President Bush attacked CEO pay in an interview, according to this WSJ article. He had first broached the topic in a speech on Wall Street back in February.

I also heard that Hillary Clinton spoke out about the pay disparity between CEOs and the work force while she was stumping in Iowa last week. Clearly, this issue could become one of the issues used to attract voters next November.

Jackpot for History Buffs: Old NY Times Articles Now Free

Recently, the NY Times made its archive of old articles – going back to 1851 – available to the public for free (despite the fact that it says you must pay when you search their archives, it indeed is free). For example, check out this 1935 article about the then new incoming SEC Chairman James Landis. Pretty cool stuff…

– Broc Romanek