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Robert Reich

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The Significance of Citigroup's Shareholder Revolt

Posted: 04/18/2012 12:18 pm

The shareholders of Wall Street giant Citigroup are out to prove that corporate democracy isn't an oxymoron. They've said no to the exorbitant $15 million pay package of Citi's CEO Vikram Pandit, as well as to the giant pay packages of Citi's four other top executives.

The vote, at Citigroup's annual meeting in Dallas Tuesday, isn't binding on Citigroup. But it's a warning shot across the bow of every corporate boardroom in America.

Shareholders aren't happy about executive pay.

And why should they be? CEO pay at large publicly-held corporations is now typically 300 times the pay of the average American worker. It was 40 times average worker pay in the 1960s and has steadily crept upward since then as corporations have morphed into "winner-take-all" contraptions that reward their top executives with boundless beneficence and perks while slicing the jobs, wages, and benefits of almost everyone else.

Meanwhile, too many of these same corporations have failed to deliver for their shareholders. Citigroup, for example, has had the worst stock performance among all large banks for the last decade but ranked among the highest in executive pay.

The real news here is new-found activism among institutional investors -- especially the managers of pension funds and mutual funds. They're the ones who fired the warning shot Tuesday.

Institutional investors are catching on to a truth they should have understood years ago: When executive pay goes through the roof, there's less money left for everyone else who owns shares of the company.

For too long, most fund managers played the game passively and obediently. Some have been too cozy with top corporate management, forgetting their fiduciary duty to their own investors. How else do you explain the abject failure of fund managers to police Wall Street as it careened toward the abyss in 2008? Or to adequately oversee executives, such as the Enron criminals, who were looting their companies in the years before 2002?

The new Dodd-Frank law, much of which is being eviscerated by Wall Street's lawyers and lobbyists, at least requires that public companies give shareholders a say on pay. As a practical matter, this gives institutional investors the chance to speak clearly and openly about the scandal of unbridled executive compensation.

Two key questions for the future: Will institutional investors keep the pressure on? And will CEOs and boards of directors get the message?

ROBERT B. REICH, Chancellor's Professor of Public Policy at the University of California at Berkeley, was Secretary of Labor in the Clinton administration. Time Magazine named him one of the ten most effective cabinet secretaries of the last century. He has written thirteen books, including the best sellers "Aftershock" and "The Work of Nations." His latest is an e-book, "Beyond Outrage." He is also a founding editor of the American Prospect magazine and chairman of Common Cause.

 
 
 

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The shareholders of Wall Street giant Citigroup are out to prove that corporate democracy isn't an oxymoron. They've said no to the exorbitant $15 million pay package of Citi's CEO Vikram Pandit, as w...
The shareholders of Wall Street giant Citigroup are out to prove that corporate democracy isn't an oxymoron. They've said no to the exorbitant $15 million pay package of Citi's CEO Vikram Pandit, as w...
 
 
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11:38 AM on 04/19/2012
A few CEOs are truly worth their weight in gold. Obviously Steve Jobs comes to mind. The difference in the products that Apple produced before he returned and after he returned is like night and day. And, of course, he turned a failing company into a juggernaut. (Ironically, while he deserved an exorbitant salary. I seem to recall that his salary was $1.) How many other CEOs have performed similarly? How many others have proved to be so valuable? Not many, so why do they deserve such enormous pay packages? The argument is that corporations need to pay executives so much because they need to attract top executive talent. But look at Pandit's performance at Citigroup, and most other CEO's performance? Couldn't just about anybody provide similar results? Pandit hasn't done anything special. In any other such case, corporations will look for ways to trim the fat, replacing the expensive mediocre worker with a cheaper, perhaps younger and hungrier, alternative. That's why they outsource so many jobs overseas. Corporations carp at having to pay unionized workers a few thousand more per year than non-union counterparts, or to pay more for American workers than for their overseas counterparts, but cheerfully hand out millions of dollars to mediocre executives. How does that make sense?
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everybody only
what fresh hell is this?
09:03 AM on 04/19/2012
Has anyone mentioned that Pandit only took $1 for the last 2 years of work. I am sure he worked 24/7 and he walked into a hornet's nest. You couldn't pay me enough to do that job.
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08:38 AM on 04/19/2012
this is significant and long overdue.
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HUFFPOST SUPER USER
Ri-Poste
Vision of a Nomad
08:20 AM on 04/19/2012
That's just the beginning of what People get suffocated with , everywhere in this World !!
Too much is just Too much !!
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HUFFPOST SUPER USER
TeraWatt60
Cogito Ergo Sum
07:56 AM on 04/19/2012
American "free enterprise" ---  would executives allow workers or facilities who are "underperforming"  to remain and not only remain but give them huge raises? No but somehow this makes sense for Pandit and the Bandits in the boardroom of Citi. Just another example of how the game is rigged and the need to abolish the system that allows this type of unbridled greed and hubris
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HUFFPOST SUPER USER
TRex86
Enjoying life in West Ohio
07:35 AM on 04/19/2012
I long since gave up on mutual funds as they duplicate the risks of the stock market and dilute the benefits. All they offer is "diversification," which can be duplicated with a basket of ten stocks. It's time that fund managers take a stand since the ownership of the big cap Fortune 500 companies is largely "institutional," mutual funds and other investment pools. They all rode the tidal wave of capital inflow over the last 30 years and confused themselves about the difference between skill and luck, turning Wall Street into a huge casino. Besides putting a stop to CEO graft they need to stop the quarter-to-quarter stock price obsession that undermines long term economic performance (more dividends; less stock price inflation). Finally, they should join with individual shareholders and put a stop to any political activity of these companies. It's our money, and we don't want it spent that way. If you have that kind of money send me a dividend check!
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HUFFPOST SUPER USER
TrollDiddy
I like you, Betty
04:54 AM on 04/19/2012
Whenever I get my shareholder proxy things in the mail, I always just vote against the wishes of the board. It's a small protest vote, but important in my eyes.
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HUFFPOST SUPER USER
Sam1USA
03:56 AM on 04/19/2012
Yell and scream! It does so much good when your voice has NO impact on what you're yelling and screaming about. Gutless laws to pacify.
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HUFFPOST SUPER USER
CabCurious
let's be honest
03:35 AM on 04/19/2012
This is too little, too late.

Investor culture needs to change, fast.
03:09 AM on 04/19/2012
I rarely agree with Reich, but this time I am in complete agreement. I have started voting my proxies against the boards routinely until the board pay structures are seriously reformed. As a stockholder in many companies through individual stocks and my 403b, I am tired of having my pocket picked by the board of directors of so many of these companies.
HUFFPOST SUPER USER
weathergirl
loved politics as a little girl!
12:27 AM on 04/19/2012
Thank you again Mr. Reich! Your articles are always insightful and spot on! Also enjoy seeing you on MSNBC shows like Rachel Maddow, Lawrence ODonnell, and Ed Shultz shows! I just wish that the current White House would value your opinions. Keep up the good work, the middle class needs you!
12:26 AM on 04/19/2012
For once Mr Rich and I are not only close to agreement, he isn't advocating that we double or triple our devastating national debt.

I understand that under Obama's plan payments on the interest on the national debt will exceed the defense budget in a decade. It's bad news when you stop feeding the poor to pay for Mr. Obama's borrowed prosperity.

One thing you have to understand, the rich own most of the stocks. They are not likely to vote to cut the pay of the CEO's because they believe the big money CEO's add value.

American Progressive liberals do not understand that fiscal responsibility is important to the very survival of a socialist state. Governments can and do spend themselves broke and collapse. Being fiscally responsible is not a left wing or right wing concept, it's a necessity for any government or business or individual.

It's time to reign in Obama's Massive deficit spending. It's time to put it to an end, it's way past time.
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minto
you know what they say about opinions...
02:23 AM on 04/19/2012
Did Regan or either of the Bush's understand fiscal responsibility? They loved deficit spending. Does Ryan understand it? I understand that he won't balance the budget even though he ends the federal government. It seems that modern Republicans understand ideology much better than fiscal responbility.
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HUFFPOST SUPER USER
CabCurious
let's be honest
03:37 AM on 04/19/2012
Oh please, you do not understand what you are talking about.

Focus on the topic at hand, please, rather than parroting shallow partisan talking points.
HUFFPOST SUPER USER
IPredictARiot
US Military = largest socialist entity on earth
12:20 AM on 04/19/2012
Out of curiosity - does anyone know why a shareholder vote is not "binding" on Citigroup? What is the difference between "Citigroup" and the shareholders that comprise the owners of Citigroup? Shouldn't that be the same thing?
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HUFFPOST SUPER USER
Jerry Frey
unCommon sense for the common good
12:14 AM on 04/19/2012
Carly Fiorina - how about golden parachutes for failure?
11:45 PM on 04/18/2012
Next. Order the Board not to contribute to political campaigns and cut back on lobbyists.