Create a new legal entity called a “Compliant Corporation”
By Jack E. Lohman
The following is 100% voluntary for corporations and their management and owners. They can choose to be “compliant” or remain as is, but it is their choice… as it is for their shareholder owners and other investors! The purpose is to give Americans an optional investment mechanism, one that they have confidence in.
Current CEOs and Board of Directors (Board) of corporations are often hired and controlled by a buddy-system Board, and they have control of the proxies.
Under a Compliant corporation the Board is voted in by a majority of the shareholder votes (as usual) but the proxies are voted by an executive committee (Committee) consisting of the top 21 shareholders. Only a shareholder majority may elect Board members, and outside corporate shareholders may not sit on the executive committee.
The CEO of the compliant corporation will be appointed by the Committee but requires a binding vote of the shareholders, and if three or more candidates are offered the vote will be determined by Ranked Choice Voting (IRV/RCV). In all cases of voting, “None of the Above” shall be a voting option.
Current corporations pay their CEOs whatever they wish…
Compliant corporations must limit the compensation packages of the highest-paid employees (each) to no more than 50 times the lowest-paid direct or indirect worker, whichever is lowest.
Current corporations establish CEO and executive compensation via a Board and/or a compensation committee or outside consultant…
Compliant corporations must establish executive salaries using its Committee — taking advice from the Board but with final approval by a binding shareholder vote.
Current corporations may spend dollars as they see fit on political contributions…
Compliant corporations may only spend political money as directed by the Committee and with voting approval by the shareholders.
Current corporations may outsource management to non-connected entities…
Compliant corporations are prohibited from outsourcing management.
Current CEOs can temporarily offload their losses to make their own company look profitable while their salaries are being set by the board, or they are selling shares of stock, all with a buyback guarantee. CEOs can sell their losses for $1 with a promise to later buy them back at $2 after they’ve cheated the shareholders. (Think Enron!)
Compliant corporations may not offload or sell corporate losses without writing such losses off the books, and may not repurchase these losses or buy entities or products that are losing money without permission of the executive committee and a binding vote of the shareholders.
Compliant corporations must employ over 80% of their workers in the United States.
Compliant corporations shall be tax-free.
Compliant corporations shall be allowed to enroll their employees in the Medicare healthcare system at no cost.
Government contracts should be limited only to “Compliant” corporations, and regulations should prohibit compliant corporations from being owned by non-compliant corporations.
I am not a corporate expert and there may be other reforms along this line. I started a company in my basement and in 25 years grew it to 70 employees in 4 states before retiring. I think it is shameful, actually criminal, that we allow CEOs to steal from the shareholders with the help of an “esteemed” board of directors. Of course I feel that way of our “esteemed” politicians as well.
Except for Sen. Bernie Sanders. See his excellent speech on losing the middle-class HERE