November 8, 2013

32,000 Pay Ratio Comment Letters So Far…

It’s still early – as most comment letters don’t get submitted until right before the deadline, which is December 2nd for this rulemaking – but the SEC already has received more than 32,000 comment letters on its pay ratio proposal, including roughly 20k using one form letter and another 8k using a second form, 3k using a third form and 1k using a fourth. Most of the form letters simply say they support Dodd-Frank’s Section 953(b). The others express more explicit support for the actual SEC proposal. So far, there haven’t been too many meetings with SEC Commissioners on this rulemaking – here’s that list.

My favorite one so far comes from a woman who claims she is with “Baker Schonchin Holdings Corporation,” a company that I couldn’t find via an online search:

We, at Baker Schonchin Holdings Corporation, believe it in our best interest, and that of our shareholders, employees, business partners, government affiliates, and customers, to willingly disclose payroll statistics, which include, but are not limited, to the following information: Name of Employee, Job Title, Yearly Salary, Department, City, State, Country, and any related pertinent details.

We strive towards a more transparent, ethical, and accountable business entity, so that we may present a more favorable corporate philosophy, but more importantly, that we are the # 1 leader, in moving forward, as a corporation, that refuses to do those practices, that are illegal, secret, or otherwise unsavory in nature. We strongly encourage our peers, to ensure that disclosure of salaries of all employees, is done so in a way that affirms the fair practices that are already in place, with respect to the vision, mission, and values of said company. Thank you.

I hope you noticed the initials of the company cited: “BS Holdings”…

Juan Monteverde on Pay Disclosure Lawsuits

In this podcast, Juan Monteverde of Faruqi & Faruqi provides some insight into how he determines which disclosure lawsuits to pursue, including:

– What types of disclosure lawsuits are you pursuing these days?
– How do you determine which particular company’s disclosure to target?
– Have you been discouraged by some of the court’s rulings?
– Do you think you might use pay ratio disclosures as fodder for lawsuits once the SEC adopts a final rule?

Check out Mike Melbinger’s blog about “something benignly calling itself the “Shareholder Foundation,” which is a front group (or “shill”) for strike suit lawyers seems to be getting in on the game, presumably based on the [limited] success and [very wide] publicity achieve by Faruqi.”

Say-on-Pay: Now 65 Failures – Oracle

Last week, Oracle became the 65th company to fail its say-on-pay in ’13 – see the Form 8-K. Oracle has failed two years in a row (last year with 41% support) and CEO Larry Ellison’s pay has received much press. Here’s a recent DealBook column about the latest vote – and some information from CalSTRS about Ellison’s pay…

– Broc Romanek