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The vote was nonbinding, and will make a cosmetic difference at best. It baffles me that the owners of a company are unable to block the company's managers from

The vote was nonbinding, and will make a cosmetic difference at best. It baffles me that the owners of a company are unable to block the company's managers from paying themselves whatever they like. For all the talk about the Deep State, the truly unaccountable power holders are the C-suite class.

dragontamer 3y ago
Its almost like we need to have an organization of investors who think about corporate governance issues. Maybe we can call these "G" investors. But G investors won't be very strong as a block on their own. There's a large block of environmentalists (maybe call them "E" investors), and another block of people who care about social issues (call them "S" investors?). Then people can get together in one big, ESG, block, to try to make sure that modern companies think about environmental, societal, and corporate governance issues. ---------- ESG has plenty of faults mind you. But the methodology to organize our money into blocks that focus on these issues is sound. We just need to come up with a better governance issue for ESG itself.
- kennywinker 3y ago
  This doesn't really address the point. A block of organized investors puts pressure, but if stock owners can only cast non-binding votes, companies can just ignore the ESG votes and pay the execs whatever the execs want.
  - dragontamer 3y ago
    I don't think you get how or why ESG works. When Blackrock makes an ESG fund, they'll look at governance issues like "Oh, Netflix has crappy governance", and then refuse to give them any money. ESG-funds focus on funds that have good environmental/social/governance records. If anyone wants ESG-money, they have to match the baseline requirements of ESG-investors and what ESG-funds will offer. Otherwise, you don't get our money. ----------- The other reason why ESG works, is this "G" issue. Companies that care about shareholders will, on the average, return more money back to shareholders over the long run. Companies like Netflix who hoard power to themselves and overpay their C-suite are obviously wasting money anyway, and therefore make for crappy investments. "G", theoretically, is just a good idea for investors to think about _anyway_. AKA: If Netflix are a bunch of assholes, no biggie. I can invest into Disney instead, who has a much better G/Governance structure. And Disney+ is kinda kicking Netflix's ass right now anyway, so I think there's a good chance I'd make more money. If Netflix wants my investment money (or the investment money of anyone else in the ESG group/fund I'm part of), they'll need to fix their G/Governance issues. If for nothing else, for more fair compensation of their C-suite.
    - kennywinker 3y ago
      Ah, I see how it applies. It does make me wonder why non-esg large fund investors wouldn't care about this type of control as well? I also think there's some inherent conflict in the S part of ESG investing. i.e. a truly socially responsible company would be returning most of its earning to the workers who actually did the work that earned that money, rather than funneling it to shareholders. Which makes those companies a bad investment, which means ESG funds that extended their S goals that far will fail and ESG funds that don't will get good returns for their investors and continue on - so by definition the S goal is limited.
      - dragontamer 3y ago
        > It does make me wonder why non-esg large fund investors wouldn't care about this type of control as well? The main thing investors have been focused on in the last 30 to 40 years has been lowering fees, in particular "passive" investing which is based on very obvious metrics ahead-of-time. "Active" investors may have cared about these governance issues before, but their fees were just too high in practice. But I think we're seeing the blowback now as more-and-more companies come out with crap governance structures, knowing that they can take advantage of the easy-money from passive investors. I don't know if things will swing the other way. But ESG seems like a way to keep fees low but still have a degree of thought put into corporate politics. I'm not "bullish" on ESG btw. But I think its a step in the right direction, and I think that its a good thing that people are thinking about how to solve the issues that arose from this era of passive investing. Whether or not ESG truly solves the problem remains to be seen however.
- JamesBarney 3y ago
  I think ESG will actually shift the balance of power towards CEO's and away from shareholders. If the CEO only has one job and that is to make profits for shareholders that is a single measurable benchmark the shareholders can hold him accountable to. But now the CEO can make whatever decision he would like and use nebulous and hard to track ESG goals to justify it.
  - rootusrootus 3y ago
    > If the CEO only has one job and that is to make profits for shareholders that is a single measurable benchmark That's never been true, though, and arguably for good reason. The CEO is supposed to act in the best interests of the company, which may not be ideal for short term profit. Trying to simplify to that metric is likely to make the bad behavior even worse.
    - nordsieck 3y ago
      > The CEO is supposed to act in the best interests of the company, which may not be ideal for short term profit. You're the one who added "short term" to profit. The CEO is supposed to maximize the discounted future earnings of the company.
      - rootusrootus 3y ago
        True, I did add those words. Because "long term profit" is not a hard metric that can be defined, it's identical to "best interest of the company."
        dragontamer 3y ago
        The goal of a company is to listen to its shareholders. And shareholders _usually_ care about long term profits. But a group of investors, calling themselves ESG, are now caring about ESG issues. If ESG investors grab hold of your company's shares and become the owner of the company, it becomes the company's responsibility to listen to the (now ESG-aligned) shareholders. Its mutually beneficial. ESG has enough money that its worth pursuing their money. And ESG is a vague enough political concept that the pool of investors is rather large in practice. Yeah, people like to make fun of how stupid the metrics are and all that, but... vagueness is kinda the point. They're trying to be as large as possible so that ESG issues can even come up in board meetings.
- halflings 3y ago
  This [1] is a long video, but it's worth a watch (or at least the first 20-30 first minutes). I was once also convinced that ESG would make a difference. But this exposé by Aswath and the results of deploying "ESG" so far have proven that this concept is worse than worthless, but instead plain harmful (the video goes in details about this; e.g. you can package the most harmful activities behind some kind of ESG principle). [1] https://www.youtube.com/watch?v=bOlzLRdLq5Q https://www.youtube.com/watch?v=bOlzLRdLq5Q
- radiator 3y ago
  What are the differences between ESG and the Social Credit System of the People's Rebublic of China?
  - jonahhorowitz 3y ago
    Besides the fact that they're completely different concepts, one applies to corporations, which are not people, and one applies to people, which are not corporations.
    - radiator 3y ago
      No, the social credit system is mainly focused on businesses https://en.wikipedia.org/wiki/Social_Credit_System https://en.wikipedia.org/wiki/Social_Credit_System . As I understand, social trustworthiness affects their eligibilty for credit.
  - dragontamer 3y ago
    As an investor, you can choose to buy an ESG fund, or a normal fund. The normal fund won't care about ESG at all and your money will go to all kinds of different companies. The ESG fund will market itself as ESG. You probably should read up on the benchmarks that the fund cares about. --------- Ex: iShares ESG Aware MSCI USA ETF (ESGU) fund. You can buy it, or not buy it. ESG isn't about getting "all" the investors involved. Its just about collecting enough investors together that the pool of money becomes a feasible corporate-politics entity.
  - CyberDildonics 3y ago
    How are they at all the same in any way?
1123581321 3y ago
The shareholders are able. They just have to elect board members who will do what they want, firing the executives if necessary.
- pc86 3y ago
  Or better yet have corporate governance in place that doesn't allow a few board members to completely override the will of the people who own the company.
  - 1123581321 3y ago
    What are you thinking specifically? A board member who agrees to advocate for shareholder referendum results outside the annual meetings? Or just a larger board?
    - teeray 3y ago
      Liquid democracy. If shareholders feel strongly about something, they should be able to proportionally strip the board of their voting power on those issues.
  - slillibri 3y ago
    The "people who own the company" are mostly institutional investors, not individual shareholders. Something like 80+% of the outstanding stock is held by institutions.
- cheriot 3y ago
  That would require getting passive index funds to change how they vote. Honestly, if their was an index fund that consistently voted for better corporate governance I'd move my money there.
  - sneeze-slayer 3y ago
    Engine No. 1 (the activist group who "won" against Exxon) has an S&P 500 ETF that they use the funds for shareholder activism like this. You can read more about it here: https://etf.engine1.com/vote/ https://etf.engine1.com/vote/
basementcat 3y ago
There are at least two classes of Netflix common stock with different voting rights. The reason why this resolution is non binding is likely because a majority of shares voted in favor but those shares had negligible voting power. Other companies such as Google, Meta and Berkshire Hathaway have similar arrangements.
- anigbrowl 3y ago
  This arrangement shouldn't be legal. It basically allows the creation of corporate dictatorships and makes a mockery of the 'public company' concept.
  - crazygringo 3y ago
    Back around a decade ago, it seemed like everyone on HN loved it when the tech founders could maintain control even when they only had a minority of shares. They could finally unleash innovation without the constraints of dumb Wall Street and institutional investors who just "didn't get it"! They wouldn't be at the supposedly short-term whims of the fickle stock market! I'm happy to see the opinion here finally shifting. It seems people are finally realizing there is something to be said for actual corporate accountability to shareholders.
  - deleted 3y ago
    [deleted]
  - thegrimmest 3y ago
    Private companies are dictatorships. Every private company starts out as one. The amount of power that the founders abdicate to shareholders via shareholder voting arraignments is entirely up to them. And make no mistake, Netflix is a private company. The "public" means "publicly traded" not "publicly owned" like the Bank of China. Massive corporations are built on providing value to consumers. Netflix and its ilk have unquestionably done so. Why do we need to dive into the internals of how they work and what they pay their executives? What does it matter? They provide a service that millions (billions?) of people are happy to consume. Isn't that enough of a public good?
hourago 3y ago
> For all the talk about the Deep State, the truly unaccountable power holders are the C-suite class. Most billionaires realized that they do not need to be in the news or do any work, they can let the CEOs of this world take a small part of the profits and all the blame for what companies do. That is why we know nothing about the super-rich but many CEOs are always on TV. Smaller shareholders do not have power to change things.
- robotnikman 3y ago
  Exactly. You probably wouldn't even recognize the names of most billionaires, just the few who are always in the news taking the blame.
- Workaccount2 3y ago
  Musk is a great example of the opposite of this. If he had a top shelf PR team and let them handle all communication, he would still be widely adored. In some sense I respect him for at least being transparent. Most other billionaires are only visible through heavily refracted PR lenses.
  - rjh29 3y ago
    Amazon has a top shelf PR team and people still hate Jeff Bezos.
    - burnished 3y ago
      A PR team would help Musk because he is an asshole and they would cover that. Conversely, Bezos is so wealthy that he cannot just stand out of the spotlight and let other people ignore his obscene wealth - the sheer enormity of the dragon's horde attracts attention.
      - SequoiaHope 3y ago
        Elon Musk is wealthier than Bezos, and is the wealthiest person in the world. https://en.m.wikipedia.org/wiki/Bloomberg_Billionaires_Index https://en.m.wikipedia.org/wiki/Bloomberg_Billionaires_Index Edit: Hi folks. Please remember I’m responding to a comment about public perception, not some ground truth idea of absolute wealth. These lists reflect what regular people are being told, and are probably a good indicator of public perception.
deleted 3y ago
[deleted]
fshbbdssbbgdd 3y ago
This is also how the government works too. We don’t have a direct democracy where the public can vote on every policy, we elect representatives to make the decisions. The (arguably limited) recourse if we don’t like the policies is to elect someone else.
- ianai 3y ago
  Call it limited, but it’s a lot better than life self-appointed autocrats and “royalty.” (Yet, term limits are sorely needed. But what a difference even that makes.)
  - whitemary 3y ago
    That's a disgustingly low bar. Have some self-respect.
    - dang 3y ago
      You've continued to repeatedly post unsubstantive and flamebait comments after we asked you to stop. I don't want to ban you, but if this keeps up we're going to have to. If you'd please review https://news.ycombinator.com/newsguidelines.html https://news.ycombinator.com/newsguidelines.html and make your substantive points thoughtfully—and avoid flamebait and name-calling—we'd appreciate it.
  - schnable 3y ago
    More to the point, it's much better than direct democracy.
- throw10920 3y ago
  > We don’t have a direct democracy where the public can vote on every policy, we elect representatives to make the decisions. Which is optimal, because in a direct democracy, you get unelected de-facto leaders with zero transparency or accountability - it's simply impossible for a country of any nontrivial size to vote on every relevant issue (or draft bills through a purely democratic process), and so you'll get social media influencers and celebrities and political groups instead that sway the thoughts of millions of people, but without all of the constraints that elected leaders have.
standardUser 3y ago
"will make a cosmetic difference at best" Is this just your best guess? Just riffing? Because if you read the article, you'll see that last time it seemed to have made an actual difference: "At that time, the company had already made changes to its 2023 compensation program for its top three executives, which in part capped each one’s salary at $3 million, required a minimum of 50 percent of compensation to be tied to stock options and introduced a performance-based cash bonus."
mrangle 3y ago
Explain how restricting pay packages will improve the dismal quality of Netflix programming at the time that I unsubscribed: this goal being the only defensible one from a shareholder standpoint.
throw0101b 3y ago
> It baffles me that the owners of a company are unable to block the company's managers from paying themselves whatever they like. This is because the stock owners are not legally the owners of a company, they are just another stakeholder. * https://hbr.org/2012/07/what-good-are-shareholders https://hbr.org/2012/07/what-good-are-shareholders * https://papers.ssrn.com/sol3/papers.cfm?abstract_id=2277141 https://papers.ssrn.com/sol3/papers.cfm?abstract_id=2277141 * https://www.ft.com/content/7bd1b20a-879b-11e5-90de-f44762bf9896 https://www.ft.com/content/7bd1b20a-879b-11e5-90de-f44762bf9... * https://www.forbes.com/sites/petergeorgescu/2021/07/21/the-shareholders-are-not-the-owners-of-a-corporation/ https://www.forbes.com/sites/petergeorgescu/2021/07/21/the-s...

dragontamer 3y ago

Its almost like we need to have an organization of investors who think about corporate governance issues. Maybe we can call these "G" investors. But G investors won't be very strong as a block on their own. There's a large block of environmentalists (maybe call them "E" investors), and another block of people who care about social issues (call them "S" investors?). Then people can get together in one big, ESG, block, to try to make sure that modern companies think about environmental, societal, and corporate governance issues. ---------- ESG has plenty of faults mind you. But the methodology to organize our money into blocks that focus on these issues is sound. We just need to come up with a better governance issue for ESG itself.

kennywinker 3y ago
This doesn't really address the point. A block of organized investors puts pressure, but if stock owners can only cast non-binding votes, companies can just ignore the ESG votes and pay the execs whatever the execs want.
- dragontamer 3y ago
  I don't think you get how or why ESG works. When Blackrock makes an ESG fund, they'll look at governance issues like "Oh, Netflix has crappy governance", and then refuse to give them any money. ESG-funds focus on funds that have good environmental/social/governance records. If anyone wants ESG-money, they have to match the baseline requirements of ESG-investors and what ESG-funds will offer. Otherwise, you don't get our money. ----------- The other reason why ESG works, is this "G" issue. Companies that care about shareholders will, on the average, return more money back to shareholders over the long run. Companies like Netflix who hoard power to themselves and overpay their C-suite are obviously wasting money anyway, and therefore make for crappy investments. "G", theoretically, is just a good idea for investors to think about _anyway_. AKA: If Netflix are a bunch of assholes, no biggie. I can invest into Disney instead, who has a much better G/Governance structure. And Disney+ is kinda kicking Netflix's ass right now anyway, so I think there's a good chance I'd make more money. If Netflix wants my investment money (or the investment money of anyone else in the ESG group/fund I'm part of), they'll need to fix their G/Governance issues. If for nothing else, for more fair compensation of their C-suite.
  - kennywinker 3y ago
    Ah, I see how it applies. It does make me wonder why non-esg large fund investors wouldn't care about this type of control as well? I also think there's some inherent conflict in the S part of ESG investing. i.e. a truly socially responsible company would be returning most of its earning to the workers who actually did the work that earned that money, rather than funneling it to shareholders. Which makes those companies a bad investment, which means ESG funds that extended their S goals that far will fail and ESG funds that don't will get good returns for their investors and continue on - so by definition the S goal is limited.
    - dragontamer 3y ago
      > It does make me wonder why non-esg large fund investors wouldn't care about this type of control as well? The main thing investors have been focused on in the last 30 to 40 years has been lowering fees, in particular "passive" investing which is based on very obvious metrics ahead-of-time. "Active" investors may have cared about these governance issues before, but their fees were just too high in practice. But I think we're seeing the blowback now as more-and-more companies come out with crap governance structures, knowing that they can take advantage of the easy-money from passive investors. I don't know if things will swing the other way. But ESG seems like a way to keep fees low but still have a degree of thought put into corporate politics. I'm not "bullish" on ESG btw. But I think its a step in the right direction, and I think that its a good thing that people are thinking about how to solve the issues that arose from this era of passive investing. Whether or not ESG truly solves the problem remains to be seen however.
JamesBarney 3y ago
I think ESG will actually shift the balance of power towards CEO's and away from shareholders. If the CEO only has one job and that is to make profits for shareholders that is a single measurable benchmark the shareholders can hold him accountable to. But now the CEO can make whatever decision he would like and use nebulous and hard to track ESG goals to justify it.
- rootusrootus 3y ago
  > If the CEO only has one job and that is to make profits for shareholders that is a single measurable benchmark That's never been true, though, and arguably for good reason. The CEO is supposed to act in the best interests of the company, which may not be ideal for short term profit. Trying to simplify to that metric is likely to make the bad behavior even worse.
  - nordsieck 3y ago
    > The CEO is supposed to act in the best interests of the company, which may not be ideal for short term profit. You're the one who added "short term" to profit. The CEO is supposed to maximize the discounted future earnings of the company.
    - rootusrootus 3y ago
      True, I did add those words. Because "long term profit" is not a hard metric that can be defined, it's identical to "best interest of the company."
      - dragontamer 3y ago
        The goal of a company is to listen to its shareholders. And shareholders _usually_ care about long term profits. But a group of investors, calling themselves ESG, are now caring about ESG issues. If ESG investors grab hold of your company's shares and become the owner of the company, it becomes the company's responsibility to listen to the (now ESG-aligned) shareholders. Its mutually beneficial. ESG has enough money that its worth pursuing their money. And ESG is a vague enough political concept that the pool of investors is rather large in practice. Yeah, people like to make fun of how stupid the metrics are and all that, but... vagueness is kinda the point. They're trying to be as large as possible so that ESG issues can even come up in board meetings.
halflings 3y ago
This [1] is a long video, but it's worth a watch (or at least the first 20-30 first minutes). I was once also convinced that ESG would make a difference. But this exposé by Aswath and the results of deploying "ESG" so far have proven that this concept is worse than worthless, but instead plain harmful (the video goes in details about this; e.g. you can package the most harmful activities behind some kind of ESG principle). [1] https://www.youtube.com/watch?v=bOlzLRdLq5Q https://www.youtube.com/watch?v=bOlzLRdLq5Q
radiator 3y ago
What are the differences between ESG and the Social Credit System of the People's Rebublic of China?
- jonahhorowitz 3y ago
  Besides the fact that they're completely different concepts, one applies to corporations, which are not people, and one applies to people, which are not corporations.
  - radiator 3y ago
    No, the social credit system is mainly focused on businesses https://en.wikipedia.org/wiki/Social_Credit_System https://en.wikipedia.org/wiki/Social_Credit_System . As I understand, social trustworthiness affects their eligibilty for credit.
- dragontamer 3y ago
  As an investor, you can choose to buy an ESG fund, or a normal fund. The normal fund won't care about ESG at all and your money will go to all kinds of different companies. The ESG fund will market itself as ESG. You probably should read up on the benchmarks that the fund cares about. --------- Ex: iShares ESG Aware MSCI USA ETF (ESGU) fund. You can buy it, or not buy it. ESG isn't about getting "all" the investors involved. Its just about collecting enough investors together that the pool of money becomes a feasible corporate-politics entity.
- CyberDildonics 3y ago
  How are they at all the same in any way?

1123581321 3y ago

The shareholders are able. They just have to elect board members who will do what they want, firing the executives if necessary.

pc86 3y ago
Or better yet have corporate governance in place that doesn't allow a few board members to completely override the will of the people who own the company.
- 1123581321 3y ago
  What are you thinking specifically? A board member who agrees to advocate for shareholder referendum results outside the annual meetings? Or just a larger board?
  - teeray 3y ago
    Liquid democracy. If shareholders feel strongly about something, they should be able to proportionally strip the board of their voting power on those issues.
- slillibri 3y ago
  The "people who own the company" are mostly institutional investors, not individual shareholders. Something like 80+% of the outstanding stock is held by institutions.
cheriot 3y ago
That would require getting passive index funds to change how they vote. Honestly, if their was an index fund that consistently voted for better corporate governance I'd move my money there.
- sneeze-slayer 3y ago
  Engine No. 1 (the activist group who "won" against Exxon) has an S&P 500 ETF that they use the funds for shareholder activism like this. You can read more about it here: https://etf.engine1.com/vote/ https://etf.engine1.com/vote/

basementcat 3y ago

There are at least two classes of Netflix common stock with different voting rights. The reason why this resolution is non binding is likely because a majority of shares voted in favor but those shares had negligible voting power. Other companies such as Google, Meta and Berkshire Hathaway have similar arrangements.

anigbrowl 3y ago
This arrangement shouldn't be legal. It basically allows the creation of corporate dictatorships and makes a mockery of the 'public company' concept.
- crazygringo 3y ago
  Back around a decade ago, it seemed like everyone on HN loved it when the tech founders could maintain control even when they only had a minority of shares. They could finally unleash innovation without the constraints of dumb Wall Street and institutional investors who just "didn't get it"! They wouldn't be at the supposedly short-term whims of the fickle stock market! I'm happy to see the opinion here finally shifting. It seems people are finally realizing there is something to be said for actual corporate accountability to shareholders.
- deleted 3y ago
  [deleted]
- thegrimmest 3y ago
  Private companies are dictatorships. Every private company starts out as one. The amount of power that the founders abdicate to shareholders via shareholder voting arraignments is entirely up to them. And make no mistake, Netflix is a private company. The "public" means "publicly traded" not "publicly owned" like the Bank of China. Massive corporations are built on providing value to consumers. Netflix and its ilk have unquestionably done so. Why do we need to dive into the internals of how they work and what they pay their executives? What does it matter? They provide a service that millions (billions?) of people are happy to consume. Isn't that enough of a public good?

hourago 3y ago

> For all the talk about the Deep State, the truly unaccountable power holders are the C-suite class. Most billionaires realized that they do not need to be in the news or do any work, they can let the CEOs of this world take a small part of the profits and all the blame for what companies do. That is why we know nothing about the super-rich but many CEOs are always on TV. Smaller shareholders do not have power to change things.

robotnikman 3y ago
Exactly. You probably wouldn't even recognize the names of most billionaires, just the few who are always in the news taking the blame.
Workaccount2 3y ago
Musk is a great example of the opposite of this. If he had a top shelf PR team and let them handle all communication, he would still be widely adored. In some sense I respect him for at least being transparent. Most other billionaires are only visible through heavily refracted PR lenses.
- rjh29 3y ago
  Amazon has a top shelf PR team and people still hate Jeff Bezos.
  - burnished 3y ago
    A PR team would help Musk because he is an asshole and they would cover that. Conversely, Bezos is so wealthy that he cannot just stand out of the spotlight and let other people ignore his obscene wealth - the sheer enormity of the dragon's horde attracts attention.
    - SequoiaHope 3y ago
      Elon Musk is wealthier than Bezos, and is the wealthiest person in the world. https://en.m.wikipedia.org/wiki/Bloomberg_Billionaires_Index https://en.m.wikipedia.org/wiki/Bloomberg_Billionaires_Index Edit: Hi folks. Please remember I’m responding to a comment about public perception, not some ground truth idea of absolute wealth. These lists reflect what regular people are being told, and are probably a good indicator of public perception.

deleted 3y ago

[deleted]

fshbbdssbbgdd 3y ago

This is also how the government works too. We don’t have a direct democracy where the public can vote on every policy, we elect representatives to make the decisions. The (arguably limited) recourse if we don’t like the policies is to elect someone else.

ianai 3y ago
Call it limited, but it’s a lot better than life self-appointed autocrats and “royalty.” (Yet, term limits are sorely needed. But what a difference even that makes.)
- whitemary 3y ago
  That's a disgustingly low bar. Have some self-respect.
  - dang 3y ago
    You've continued to repeatedly post unsubstantive and flamebait comments after we asked you to stop. I don't want to ban you, but if this keeps up we're going to have to. If you'd please review https://news.ycombinator.com/newsguidelines.html https://news.ycombinator.com/newsguidelines.html and make your substantive points thoughtfully—and avoid flamebait and name-calling—we'd appreciate it.
- schnable 3y ago
  More to the point, it's much better than direct democracy.
throw10920 3y ago
> We don’t have a direct democracy where the public can vote on every policy, we elect representatives to make the decisions. Which is optimal, because in a direct democracy, you get unelected de-facto leaders with zero transparency or accountability - it's simply impossible for a country of any nontrivial size to vote on every relevant issue (or draft bills through a purely democratic process), and so you'll get social media influencers and celebrities and political groups instead that sway the thoughts of millions of people, but without all of the constraints that elected leaders have.

standardUser 3y ago

"will make a cosmetic difference at best" Is this just your best guess? Just riffing? Because if you read the article, you'll see that last time it seemed to have made an actual difference: "At that time, the company had already made changes to its 2023 compensation program for its top three executives, which in part capped each one’s salary at $3 million, required a minimum of 50 percent of compensation to be tied to stock options and introduced a performance-based cash bonus."

mrangle 3y ago

Explain how restricting pay packages will improve the dismal quality of Netflix programming at the time that I unsubscribed: this goal being the only defensible one from a shareholder standpoint.

throw0101b 3y ago

> It baffles me that the owners of a company are unable to block the company's managers from paying themselves whatever they like. This is because the stock owners are not legally the owners of a company, they are just another stakeholder. * https://hbr.org/2012/07/what-good-are-shareholders https://hbr.org/2012/07/what-good-are-shareholders * https://papers.ssrn.com/sol3/papers.cfm?abstract_id=2277141 https://papers.ssrn.com/sol3/papers.cfm?abstract_id=2277141 * https://www.ft.com/content/7bd1b20a-879b-11e5-90de-f44762bf9896 https://www.ft.com/content/7bd1b20a-879b-11e5-90de-f44762bf9... * https://www.forbes.com/sites/petergeorgescu/2021/07/21/the-shareholders-are-not-the-owners-of-a-corporation/ https://www.forbes.com/sites/petergeorgescu/2021/07/21/the-s...