The statutory requirement is clearly little binding

If you must use the law, we shall by law. "Here is brandished by the President of the Republic the threat of a legislative intervention in matters of remuneration of the social leaders of listed companies. To combat the abuse and the cynicism of some would therefore, yet again, rely on the Act. Is - this really effective while, since the beginning of the century, Parliament has taken the habit of intervening every two years in this matter: 2001, 2003, 2005, 2007... The first two laws had been the transparency of the remuneration, ensuring their annual publication in the management report. View figures and disclose the payments was to encourage Temperance. Obviously, not for all. As a connoisseur of the matter, "the light does not stop the cynical and believe that the only revelation of the financial benefits of leaders is sufficient to the prevention of the abuse is a sympathetic Angelism", says law Professor Alain Viandier. Worse, it has undoubtedly led many leaders to be the short scale, the least subdivided considering necessary to catch up with their peers, whose remuneration had become public.

In 2005, the legislature porta his vest benefits of departure and other analogues which already culling the Chronicle. By submitting the "golden parachutes" in the proceedings of the conventions regulated, it assumed that the general meeting of shareholders to ratify them, could control the excess. Naive yet! The decision to grant the famous benefits remained within the jurisdiction of the Board of Directors and the Assembly is not deterrent when it intervenes and aftermath, often well after the decision. In 2007, a milestone should be reached: the law decided to submit, unprecedented way, the severance benefits to a performance condition. But if political discourse that accompanied the text was resounding, the legal effectiveness was lacking: the Act leaves it to the Board of Directors to determine the conditions of performance... The statutory requirement is clearly little binding.

If the legislator temptation and follow its pace, what principles should guide the action of Parliament On this point, the proposals scramble that could, if we take care, be worse than the disease. Legislation within the emotion is never good counselor. It often more meets the expectations of the opinion that it does solve practical and substantive difficulties. For reform in depth, which is now necessary, it is not to destroy the mechanisms in place but to prevent them from be diverted from their purpose.

Respect for the social interest

It is therefore not against the interest of the leaders and shareholders. Ah, the stock! Let's not forget too quickly that they were encouraged because they, more often, to achieve this alignment of interests, by encouraging leaders to not to neglect their shareholding. Do not forget that it has promoted to stem the growth of wages. Better act on the conditions of their assignment, including subjecting them to conditions of respect for the social interest, envisaging the payment of compensation in return for their granting, by the choice of a more appropriate taxation.

It is no more condemn the mechanisms that make the most objective executive compensation. Ah, the bonus! Now, by only evocative force of the word, synonymous of unearned profits, they do depend on the remuneration of pre-defined and objective criteria. Rather than condemn them, need to enumerate the now mandatory performance criteria which they must depend on, and including imposing consideration the increase in employee numbers and the working conditions of the company.

Still, it cannot impose a legal cap on salaries for the leaders. The amount of the remuneration shall be fixed by the company, because it is an essential element of its policy. However, it must encourage shareholders to exercise their power of sanction against unscrupulous leaders. Similarly, administrators should be responsible for their too big largesse or even their complacency to leaders.

Finally, station does not transform the Board of Directors in a place of suspicion. Thus, it cannot want to, as it is considered it yet, that the independent directors become inspectors of the corporate governance and even less their granting status disconnected from that of other administrators (read the Act, Frédéric Lefebvre proposal would that they deal exclusively the Compensation Committee while their own remuneration would be fixed by the AMF or by the Banking Commission).

In short, the State, under the guise of a high moralizing purpose, must ensure to not violate a legal arsenal and governance principles he himself had helped to put in place... Under penalty of the perverse effects.