Reformers are licking their chops over the Democratic National
Convention, with high expectations to place on the party’s platform new
corporate governance rules such as “say on pay,” higher taxes on hedge funds and
private equity shops, and wider pension coverage.
“In many ways this is a unique moment in the corporate governance world,”
said Daniel Pedrotty, director of the Office of Investment at the AFL-CIO in
Washington. “There is an upbeat, hopeful mood in the investor community.”
While experts don’t expect the platform to clearly lay out a path to reform
on each issue, they are confident Sen. Barack Obama, D-Illinois, is on board
with their causes.
“He’s proven himself an advocate time and time again” on corporate governance
issues, Pedrotty said, referring to Obama, the party’s presumptive nominee.
In addition to formally nominating Obama, delegates to the convention in
Denver will adopt the party’s official platform on issues ranging from health
care to immigration to foreign policy.
AFL-CIO officials are particularly keen to advance say-on-pay issues, which
would give shareholders an annual nonbinding vote on executive compensation, and
to provide shareholders access to the corporate proxy to nominate directors.
They also want to limit the influence of Wall Street brokers over corporate
director elections, preventing them from casting votes of shares they hold but
do not own.
Critics say unions are backing these issues to advance labor’s agenda, rather
than having the best interests of shareholders in mind.
Although most corporate executives think say on pay is “stupid,” they “expect
it to become a reality,” said Geoff Loftus, vice president, Society of Corporate
Secretaries and Governance Professionals in New York.
However, he doesn’t see an Obama victory as crucial to bringing about
corporate governance changes. If the Democrats win a veto-proof majority in
Congress, they would be able to push through changes even if Sen. John McCain,
R-Arizona, the presumptive Republican nominee, were elected, he said.
“Right now this is about Congress and how much of a majority the Democrats
will roll up,” he said. “If they get over the override threshold, they’ll use
(McCain) for batting practice.”
Thomas J. Lehrer, director of public policy at the Washington-based Business
Roundtable, disagreed. “Governance issues are not partisan issues,” he said.
Changing policies “for the sake of change” undermines the efficiency of the
business model, he said.
AFL-CIO officials also want to tax carried interest as regular earnings. This
issue, advanced last year by Sens. Max Baucus, D-Montana, and Charles Grassley,
R-Iowa, and Rep. Charles Rangel, D-New York, would change taxation on carried
interest to an income tax levy, now at 35 percent, instead of the 15 percent
capital gains rate. The move would affect all kinds of investment partnerships,
including hedge funds, real estate and venture capital firms.
Mark G. Heesen, president of the National Venture Capital Association in
Arlington, Virginia, said that boosting taxes on carried interest would be
especially harmful to venture capital firms.
“Hitting venture capital with this is not what most people see as a good
remedy,” Heesen said. “We believe [taxing carried interest] is not where this
country should be going.”
However, he believes that Obama’s economic advisors understand the difference
between investing in established companies and investing in startups. Heesen
said venture capital could get a pass, even if carried interest taxes are
upped.
“The devil is going to be in the details, and we’re not going to see the
details until and if Obama becomes the president,” he added.
Meanwhile, Obama’s Web site calls for creating automatic individual
retirement accounts in the workplace and expanding an existing tax credit for
savers to match 50 percent of the first $1,000 saved by families who earn less
than $75,000. Requests to Obama’s campaign staff for comment and further
information were not returned.
“I think there is a lot of excitement that finally some significant progress
may well be in sight on the retirement savings coverage front,” said J. Mark
Iwry, a nonresident senior fellow at the Brookings Institution in
Washington.
Iwry and David John, senior research fellow at the Thomas A. Roe Institute
for Economic Policy Studies of the Heritage Foundation in Washington,
co-authored the proposal, which enjoys bipartisan support. Iwry will speak at
the convention as part of a roundtable symposium on retirement issues.
However, Obama’s retirement proposals could also cause concern for large
pension plans, said Jan Jacobson, senior counsel, retirement policy, at the
American Benefits Council in Washington.
ABC members are mostly plan sponsors of large corporate plans, so mandating
an automatic workplace savings program with direct-deposit individual retirement
accounts would not likely have a direct effect on them. But Jacobson wondered
whether mandating expanded coverage could open the door for other
government-required retirement programs.
On his Web site, Obama pledges to “require full disclosure of company pension
investments” and states that “the lack of transparency [on pension investments]
can make it easier for fund managers to make imprudent or even fraudulent
investment decisions.”
“That might raise concerns of plan sponsors, which might see that as a first
step of requiring types of investments in defined-benefit plans, or outlawing
specific kinds of investments,” Jacobson said. “Are we going to get to the point
that DB plans can only invest in what is politically correct at the time?”
Further details on Obama’s proposal were not available. But enhancing retirement security is a big vote-getter.
There’s little doubt that retirement security is an important topic for
lower- and middle-income voters, whom Democrats typically draw, said Teresa
Ghilarducci, the Bernard L. and Irene Schwartz Chair in Economic Policy Analysis
at the New School for Social Research in New York.
She pointed to a poll by Lake Research Partners in Washington that asked
workers what would make “the American dream more attainable.” A greater number
of workers said preserving Social Security and ensuring all workers have
adequate retirement benefits was more important to them than guaranteed health
care or raising the minimum wage.
Expanding retirement coverage will come at a cost, and Democrats might look
at reining in tax benefits of contributions to employer-sponsored plans and
IRAs, which now cost the federal government $139 billion annually in lost taxes,
one expert said.
“It is larger than home mortgages or charitable donations,” said Ann Combs,
principal and head of the institutional strategic consulting group at Vanguard
Group in Valley Forge, Pennsylvania. “I think it will definitely come into play,
especially if [Democrats] have new proposals to expand coverage.”
Filed by Drew Carter of Pensions & Investments, a sister publication of
Workforce Management. To comment, e-mail editors@workforce.com.
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