There is growing consensus that employees on corporate boards can contribute to long-term corporate sustainability. Policymakers note, having companies run exclusively to benefit shareholders contributes to "stagnant wages, runaway executive compensation and underinvestment in research and innovation."[1] The Business Roundtable asks corporations to align with stakeholder interests, including employees.[2]
Anticipated benefits include reduced turnover as employees are more empowered to make firm-specific investments, better informed decision-making because employees have specialized knowledge, better monitoring of management with increased information channels, and reduced shareholder myopia since employees often take a longer-term view.[3]
While our Board satisfies independence requirements, it lacks representation from non-management employees, who bring a different understanding of operations than other directors. Citigroup’s CEO to median employee pay ratio is 482:1 and our Company has no employee stock ownership plan (ESOP) to help grow employee wealth and engagement.[4]
The Policy we propose resembles the Rooney Rule, which requires teams to interview minority candidates for head coaching and senior operations openings. By adopting the Rooney Rule, National Football League teams increased diversity and set a precedent for other industries. Policies similar to the Rooney Rule have been adopted by Amazon, Costco, Home Depot, Activision Blizzard, Dover, Expedia, Fastenal, Hilton Worldwide Holdings, L Bands, Robert Half International, Ross Stores and others.
[1] https://www.nytimes.com/2019/01/06/opinion/warren-workers-boards.html
[2] https://opportunity.businessroundtable.org/wp-content/uploads/2020/06/BRT-Statement-on-the-Purpose-of-a-Corporation-with-Signatures.pdf
[3] https://www.corpgov.net/2020/04/kokkinis-and-sergakis-employee-participation-in-uk-companies/
4] https://smlr.rutgers.edu/sites/default/files/rutgerskelloggreport_april2019.pdf