Archived Content

Corporate Governance

U.S. corporations employ millions of American workers, create opportunity for employees and shareholders, drive innovation, improve the lives of consumers, and provide health care and other benefits to American families. The way corporations are governed directly affects the well-being of employees, shareholders and consumers.

Business Roundtable advocates for corporate governance policies that help create long-term value, advance the economic interests of workers, shareholders and consumers, and uphold the highest ethical standards.

Recent Activities in Corporate Governance

July 21, 2015
Letter

A Business Roundtable comment letter raises questions about a recent SEC economic analysis concerning the CEO pay ratio rule and the analysis in the Commission’s consideration of the final rule. BRT also highlights the source of the extraordinary costs and burdens the proposed rule would place on companies and their shareholders and that the information garnered from the rule would be immaterial, if not misleading, to investors. Finally, the Dodd-Frank provision mandating pay ratio should be repealed and, if this proves unachievable, the letter recommends changes that could substantially decrease the proposed rule’s costs and burdens.

July 6, 2015
Letter

Today, most companies provide investors an explanation of the link between executive compensation and corporate performance. Naturally, this disclosure is tailored to each company’s unique circumstance. The Dodd-Frank Act requires the SEC to adopt rules that formalizes this disclosure. Unfortunately, the SEC missed an opportunity to propose a flexible rule that would leverage and build upon current disclosure practices. Instead, the SEC proposed a prescriptive, one-size-fits-all approach that would add to investor information overload through an increasing flood of immaterial information.

June 10, 2015
Letter

BRT believes that the “conflicting proposal” exclusion under the proxy rules and the SEC Staff’s longstanding interpretation of it remain appropriate in light of the purpose of the rule, the role of the board in corporate governance and the current proxy system.

April 22, 2015
Letter

Recognizing the importance of the SEC’s proposed rules for implementing the hedging disclosure provision in Dodd-Frank, Business Roundtable puts forth key necessary revisions to strengthen the final rules by, in part, ensuring that investors are not inundated with immaterial information.

April 15, 2015
Letter

As the SEC begins its Disclosure Effectiveness Initiative, Business Roundtable issues recommendations to help keep focus on the critical issues, such as maintaining materiality a the guiding principle for corporate disclosure, coordinating with other policy-makers and eliminating duplicative and outdated information.

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