Joseph Cao on Corporations

Voted NO on letting shareholders vote on executive compensation.

Corporate and Financial Institution Compensation Fairness Act: Amends the Securities Exchange Act to require that any proxy for an annual shareholders meeting provide for a separate shareholder vote to approve executive compensation for named executive officers. The shareholder vote shall not be:

1. binding on the corporation
2. construed as overruling a board decision, or as creating or implying any additional fiduciary duty by the board; or
3. construed as restricting or limiting shareholder ability to place executive compensation proposals within proxy materials.

Proponent's argument to vote Yes:Rep. BARNEY FRANK (D, MA-4): The amount of wages is irrelevant to the SEC. What this bill explicitly aims at is the practice whereby people are given bonuses that pay off if the gamble pays off, but don't lose you anything if it doesn't. That is, there is a wide consensus that this incentivizes excessive risk.

Opponent's argument to vote No:Rep. SPENCER BACHUS (R, AL-6): True, the first 6 pages of the bill give the owners, the shareholders, a non-binding vote on the pay of top executives. But then come the next 8 pages, the switch, which gives the regulators the power to decide appropriate compensation for not only just top executives but for all employees of all financial institutions above $1 billion in assets and all without regard for the shareholders' prior approval. So under the guise of empowering shareholders, it is, in fact, the government that is empowered. And, finally, on page 15, the bill designates those same government entities which regulated AIG, Countrywide, and collectively failed to prevent the worst financial calamity since the Great Depression. This bill continues the Democrat majority's tendency to go to the default solution for every problem: create a government bureaucracy to make decisions better left to private citizens and private corporations.

Voted YES on more funding for nanotechnology R&D and commercialization.

Proponent's argument to vote Yes:Rep. NYDIA VELÁZQUEZ (D, NY-12): We need jobs that cannot be shipped overseas and will not evaporate in the next cycle of boom and bust. But those jobs aren't going to appear out of thin air. They need to be created. By expanding existing industries and unlocking new ones, H.R. 2965 will generate the jobs we need. Job creation is the primary goal of R&D. But in order to generate new positions, we have to first develop new industries. Commercialization is critical to that process.

Opponent's argument to vote No:Rep. ED MARKEY (D, MA-7): I must oppose this bill because I have serious concerns about allowing SBIR awards to go to an unlimited number of businesses owned or controlled by venture capital (VC) firms. The SBIR program, responsible for over 60,000 patents, has always focused on innovation from truly small businesses for whom commercial capital market funding is typically not an option. However, with the change made in this bill, the SBIR program would be wide open to applicants that already are well-capitalized due to VC participation, crowding out the small businesses that have been the focus of the highly successful SBIR program.

While I support VC participation in the SBIR program, enabling an unlimited amount of large VC majority-owned firms to qualify for SBIR funding calls into question whether this program, intended for genuinely small businesses, is, in fact, still focused on these firms.

We should do everything in our power to strengthen small businesses that generate 70% of new jobs in our country. H.R 2965 does not do enough to ensure that small businesses are the focus of the SBIR program, and therefore I cannot support the bill.