Reply #9: Any vote will be non-binding, because in the U.S. corporate law is a state issue. [View All]

[amandabeech]

There is no federal law chartering corporations, except in a few legislated instances, like Fannie/Freddie.

Of course, it might be possible to use the commerce clause to attempt pre-emption, but if it were possible, I think that we would have heard of it already.

Each state has its own laws, but almost all, if not all, delegate the setting of executive compensation to the Board of Directors. It is up to the stockholders to vote out directors who set compensation at a level too high.

However, that hasn't worked all that well--up to now. Who knows what will shake out when this severe slump finally settles out.

When CalPers, the California state pension fund, starts to throw its weight around, things change.