{"id":2977,"date":"2012-06-20T10:31:01","date_gmt":"2012-06-20T18:31:01","guid":{"rendered":"http:\/\/hodakvalue.com\/blog\/?p=2977"},"modified":"2012-06-21T07:21:49","modified_gmt":"2012-06-21T15:21:49","slug":"do-shareholders-own-the-corporation","status":"publish","type":"post","link":"http:\/\/hodakvalue.com\/blog\/do-shareholders-own-the-corporation\/","title":{"rendered":"Do shareholders own the corporation?"},"content":{"rendered":"<p>That is one of the main arguments being put forth in the continuing assault on corporations in the form of new proposals for <a href=\"http:\/\/professional.wsj.com\/article\/SB10001424052702304765304577478172485959522.html?mod=WSJ_hp_LEFTWhatsNewsCollection#articleTabs%3Darticle\">binding Say on Pay<\/a>.<\/p>\n<p>The short answer is &#8220;No.&#8221;\u00a0 Shareholders are not &#8220;owners&#8221; like Ma and Pa who own their  store and have decision rights with respect to its management.\u00a0 Shareholders have no legal say in the operations of their company  unless one changes the law to give them that say.\u00a0 Shareholders can&#8217;t set  prices for the products their companies sell.\u00a0 They can&#8217;t sign off on  what the companies pay for supplies, including their supply of labor.\u00a0 Who would give them such power, unless they wanted to destroy  the corporation as we know it?\u00a0 The question answers itself.<\/p>\n<p>People making the argument that CEO pay is different from other kinds of costs invariably avoid the implication of that argument.\u00a0 What they mean is that CEO pay &#8220;seems&#8221; too high (against all kinds of irrelevant standards that no one would really argue in an honest debate about the best interests of shareholders).\u00a0 What they leave out is the possibility that paying a lesser amount can, at least in some situations, have an impact on the company far more costly than the reduction in pay they presumably desire.\u00a0 In other words, the decisions by boards of what to pay their executives are strategically significant, with a profound impact on shareholder value.\u00a0 The Say on Pay mob ignores the existence of that impact, and makes no allowance for even well-functioning boards doing a job that can&#8217;t possibly be done as well by outside &#8220;owners.&#8221;\u00a0 (Please spare us the idiotic response of CEOs not possibly being worth what  they are paid by their &#8220;owners.&#8221;\u00a0 You try to buy a $5 million home for $1 million, and see  the response you&#8217;d get from the owners.)<\/p>\n<p>There is no doubt some fat in the pay of some executives.\u00a0 But once you change the law to give shareholders an axe to wield at that kind of corporate fat, you can&#8217;t take it back just because there is <a href=\"http:\/\/hodakvalue.com\/blog\/?p=2954\">a  lot of blood when they try to use it<\/a>.<\/p>\n","protected":false},"excerpt":{"rendered":"<p>That is one of the main arguments being put forth in the continuing assault on corporations in the form of new proposals for binding Say on Pay. The short answer is &#8220;No.&#8221;\u00a0 Shareholders are not &#8220;owners&#8221; like Ma and Pa who own their store and have decision rights with respect to its management.\u00a0 Shareholders have [&hellip;]<\/p>\n","protected":false},"author":1,"featured_media":0,"comment_status":"open","ping_status":"open","sticky":false,"template":"","format":"standard","meta":{"footnotes":""},"categories":[5,27],"tags":[],"class_list":["post-2977","post","type-post","status-publish","format-standard","hentry","category-executive-compensation","category-governance"],"_links":{"self":[{"href":"http:\/\/hodakvalue.com\/blog\/wp-json\/wp\/v2\/posts\/2977","targetHints":{"allow":["GET"]}}],"collection":[{"href":"http:\/\/hodakvalue.com\/blog\/wp-json\/wp\/v2\/posts"}],"about":[{"href":"http:\/\/hodakvalue.com\/blog\/wp-json\/wp\/v2\/types\/post"}],"author":[{"embeddable":true,"href":"http:\/\/hodakvalue.com\/blog\/wp-json\/wp\/v2\/users\/1"}],"replies":[{"embeddable":true,"href":"http:\/\/hodakvalue.com\/blog\/wp-json\/wp\/v2\/comments?post=2977"}],"version-history":[{"count":4,"href":"http:\/\/hodakvalue.com\/blog\/wp-json\/wp\/v2\/posts\/2977\/revisions"}],"predecessor-version":[{"id":2981,"href":"http:\/\/hodakvalue.com\/blog\/wp-json\/wp\/v2\/posts\/2977\/revisions\/2981"}],"wp:attachment":[{"href":"http:\/\/hodakvalue.com\/blog\/wp-json\/wp\/v2\/media?parent=2977"}],"wp:term":[{"taxonomy":"category","embeddable":true,"href":"http:\/\/hodakvalue.com\/blog\/wp-json\/wp\/v2\/categories?post=2977"},{"taxonomy":"post_tag","embeddable":true,"href":"http:\/\/hodakvalue.com\/blog\/wp-json\/wp\/v2\/tags?post=2977"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}