Frank Pallone on Corporations
Democratic Representative (NJ-6)
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:
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.
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.
Proponents support voting YES because:
We should not deprive the public, the stockholders, from being able to do anything meaningful once they find out about scandalous levels of executive compensation or board compensation. Everyone talks about the corporate board as the remedy. But the board is often a part of the problem, being paid huge amounts of money for showing up once or twice a year at meetings.
Give the stockholders a meaningful remedy. Once you get the mandatory disclosure put in place by previous legislation, we are saying the stockholders should be allowed to have a referendum on that and not have a runaround by the board.
Opponents support voting NO because:
This vote is based on mischaracterization--it is an unnecessary amendment. The opportunity for these kinds of votes already exists within the structure of corporate governance right now. A good company from Georgia, AFLAC, went ahead and already has these nonbinding shareholder votes. But there is a difference between having individuals in the private sector, shareholders and individuals outside of the mandating of government to have it occur and have government come in with its heavy hand and say, this is exactly what you need to do because we know best. Our constituents know better how to act and how to relate to corporations than Washington.
Whether you own a business, represent one, lead a corporate office, or manage an association, the Chamber of Commerce of the United States of AmericaSM provides you with a voice of experience and influence in Washington, D.C., and around the globe.
Our members include businesses of all sizes and sectors—from large Fortune 500 companies to home-based, one-person operations. In fact, 96% of our membership encompasses businesses with fewer than 100 employees.
"To advance human progress through an economic, political and social system based on individual freedom, incentive, initiative, opportunity, and responsibility."The ratings are based on the votes the organization considered most important; the numbers reflect the percentage of time the representative voted the organization's preferred position.
Supporter's Comments: (by CUNA, a pro-credit union organization)
America's small businesses are the engine of growth of our nation's economy. The effects of the financial crisis of the past few years have spread to all types of lending, resulting in a reduction in the availability of business credit. At a time when banks are withdrawing credit from America's small businesses, credit unions have actually been expanding credit to small businesses, but with more credit unions approaching the cap, this growth is threatened. Congress should enact legislation which increases the credit union member business lending cap from 12.25% of assets to 27.5% for well-capitalized credit unions
Opponent's Comments: (by the Independent Community Banks of America, Nov. 15, 2012)
The tax-subsidized credit union industry is pressing for doubling the statutory cap Congress placed on member business loans. Shifting assets from tax-paying banks to tax-exempt credit unions would reduce tax revenue to the government; the CBO estimates the revenue impact at $354 million over 10 years. We believe that banks are currently meeting the needs of credit-worthy businesses, as substantiated by numerous business surveys.
The United Food and Commercial Workers International Union (UFCW) is North America's Neighborhood Union--1.3 million members with UFCW locals in all 50 states, Puerto Rico and Canada. Our members work in supermarkets, drug stores, retail stores, meatpacking and meat processing plants, food processing plants, and manufacturing workers who make everything from fertilizer to shoes. We number over 60,000 strong with 25,000 workers in chemical production and 20,000 who work in garment and textile industries.
Opponents recommend voting NO because:[Supreme Court majority opinion in Citizens United v. Federal Election Commission, for which the Constitutional Amendment is proposed as a remedy. The FEC had ruled that the movie "Hillary", released in 2008 to persuade voters against Hillary Clinton, was illegal because it was a disguised campaign contribution made by a corporation. The Supreme Court overruled the FEC]:
Modern day movies might portray public officials in unflattering ways. Yet if a covered transmission [is broadcast] during the blackout period, a felony occurs solely because a corporation, [instead of a candidate or donors, paid] in order to engage in political speech. Speech would be suppressed in the realm where its necessity is most evident: in the public dialogue preceding a real election. Governments are often hostile to speech, but it seems stranger than fiction for our Government to make this political speech a crime. Some members of the public might consider Hillary to be insightful and instructive; some might find it to be [unfair]; those assessments, however, are not for the Government to make.
Supporting press release from Rep. Tom Emmer (R-MN-6): This legislation will foster economic growth by providing relief to Main Street, tailor regulations for better efficacy, and most importantly it will empower individual Americans and give them more opportunity.
Opposing statement on ProPublica.org from Rep. Gregory Meeks (D-NY-5): The bill includes many provisions I support: minority-owned banks and credit unions in underserved communities have legitimate regulatory burden concerns. Unfortunately, exempting mortgage disclosures enacted to detect discriminatory practices will only assist the Trump Administration in its overall effort to curtail important civil rights regulations. I simply cannot vote for any proposal that would help this Administration chip away at laws that I and my colleagues worked so hard to enact and preserve.
Legislative outcome: Passed House 258-159-10 on May 22, 2018(Roll call 216); Passed Senate 67-31-2 on March 14, 2018(Roll call 54); Signed by President Trump. May 24, 2018
Summary by GovTrack.US: (Nov 16, 2017)
Case for voting NO by Sierra Club (11/16/17): Republicans have passed a deeply regressive tax plan that will result in painful cuts to core domestic programs, to give billionaires and corporate polluters tax cuts while making American families pay the price. Among the worst provisions:
Legislative outcome: Passed House, 224-201-7, roll call #699 on 12/20; passed Senate 51-48-1, roll call #323 on 12/20; signed by Pres. Trump on 12/22.
GovTrack.us Summary: Corporate Transparency Act (CTA): To ensure that persons who form corporations or limited liability companies disclose the owners, in order to prevent exploitation for criminal gain, to assist law enforcement against terrorism, money laundering, and other misconduct.
Statement in support by Rep. Charlie Crist (D-FL-13): This bipartisan bill closes the shell corporation loophole by requiring identification of the actual person or persons who stand to gain financially from the arrangement. "Each year, nearly two million corporations are formed in the U.S., often requiring less information about the owner of than is needed to open a bank account. Unfortunately, this has allowed bad actors to exploit our laws--establishing shell companies that are used as a vehicle for money launderers and human traffickers," said Rep. Crist.
Statement in opposition by The Heritage Foundation: Under the CTA, religious organizations and charities would be subject to fines unless they file a written certification with the Financial Crimes Enforcement Network. The CTA is easily and lawfully avoided by the sophisticated, and would do virtually nothing to achieve their stated aim of protecting society from illicit finance. The Improving Laundering Laws and Increasing Comprehensive Information Tracking of Criminal Activity in Shell Holdings Act [ILLICT CASH Act, the Republican-introduced alternative] makes meaningful improvements to other aspects of anti–money laundering laws.
Legislative outcome: Bill Passed House, 249-173-10 on Rollcall no. 577, Oct. 22, 2019. [The 116th Congress terminated with no Senate action on this bill].
|2021-22 Governor, House and Senate candidates on Corporations:||Frank Pallone on other issues:|
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