This is probably the most under reported story of the century.
In 2002, Congress passed the Sarbanes-Oxley Act,
which imposed drastic new requirements
upon all publicly traded companies.

It was promoted as a response to the Enron scandal.
The claim was that these new regulations
would force accountability onto corporations' management.

Few, if any, in Congress had any idea
what impact Sarbanes-Oxley would have.
It passed the Senate 97-0.

The new law imposes numerous requirements upon corporations.
Most MBAs would probably need additional education
just to understand the requirements.
Here is a page that lists the main requirements:
http://www.rhoadssinon.com/updates-publications-142.html
Key Provisions of the Sarbanes-Oxley Act of 2002

Some of the requirements make the CEO and CFO
(Chief Executive Officer and Chief Financial Officer)
criminally liable for fraud committed by their employees.
They can be put in prison for what their employees do!
It also puts similar criminal liability on the board of directors.

A certain few of the Sarbanes-Oxley requirements
drastically changed the power structure
among ALL publicly traded corporations.
They are listed on this page:

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https://en.wikipedia.org/wiki/Board_of_directors

Sarbanes–Oxley Act[edit]

The Sarbanes–Oxley Act of 2002
has introduced new standards of accountability
on boards of U.S. companies or companies
listed on U.S. stock exchanges.
Under the Act, directors risk large fines and prison sentences
in the case of accounting crimes.
Internal control is now the direct responsibility of directors.
The vast majority of companies covered by the Act
have hired internal auditors
to ensure that the company adheres to
required standards of internal control.
The internal auditors are required by law
to report directly to an audit board,
consisting of directors
more than half of whom are outside directors,
one of whom is a "financial expert."

The law requires companies listed on
the major stock exchanges (NYSE, NASDAQ)
to have a majority of independent directors
—directors who are not otherwise employed by the firm
or in a business relationship with it.

Committees[edit]

While a board may have several committees,
two—the compensation committee and audit committee
—are critical and must be made up of
at least three independent directors and no inside directors.

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The effect of these requirements is to
FORCE all publicly traded corporations
to have interlocking boards of directors!

Suppose you have ten companies with ten members on each board.
Previously, it was possible to have 100 directors total.
Today, the number is much smaller.
Each member sits on the boards of several companies.

Sarbanes-Oxley virtually abolished the concept of an independent company!
It forced ALL companies to be governed by one giant cloud of managers!
It converted virtually ALL of corporate America
into one giant monopoly!

This one giant "super board" of governance is taking advantage of its power.
CEOs of each company sit on the boards of other companies.
They make deals with one another.
"Vote for me to receive astronomical pay from my company,
and I'll vote for you to receive astronomical pay from your company."

It's the shareholders who are being robbed.
It's the independent investors who buy mutual funds,
it's the pension funds of various companies and unions
that are all being looted.

Democrat politicians constantly rail about "income inequality."
If they really cared about income inequality,
why do they never talk about Sarbanes-Oxley,
which is causing the bulk of the income inequality?

Because this "cloud of managers"
is the main source of their campaign contributions!
That's why politicians of BOTH parties
constantly vote for MORE corporate welfare!

It's always sold as "benefits for the poor"
but the government pays, on behalf of the poor,
trillions of dollars to these corporations!

Whether they're buying prescription drugs
or health insurance or whatever,
the federal government pays TRILLIONS of dollars per year
to these giant corporations!

And many of the drugs keep the users addicted!
At least three times as many people
are addicted to prescription drugs as are to illegal drugs!

Not to mention that many drugs actually do more harm than good!
One drug causes side effects,
so other drugs get prescribed to treat the side effects!

Much of the skyrocketing medical expenses are because
doctors have to practice "defensive medicine"
to protect themselves from frivolous lawsuits --
most of which are filed by Democrat lawyers!

The wealthiest .01 percent
is plundering the top 10 percent,
stealing their retirement savings,
which would have accumulated the capital
that creates most of the new jobs!

It's the hard working entrepreneurs,
who create most of the new jobs,
who are being taxed into oblivion
to pay for the corporate welfare
to the giant corporations!
The looters (the .01%) pay the politicians
to demonize the job creators as greedy, evil "one percenters!"

The Democrats' leader in the Senate, Harry Reid,
demonizes the Koch brothers as having "bought out the government,"
when it's Harry Reid and his party that are the real crooks!

The Koch brothers are minnows compared to THIS conglomerate!
The Koch brothers are estimated to own $45 billion worth of companies.
CNBC reported on July 18, 2013, "S&P 500 soars past $15 trillion in value."
That's 300 times the value of the Koch brothers' companies!

The Democrats want to shut down Super PACs, etc.
to silence all opposition to the Democrats media monopoly!
Just five companies own over 90% of the media today!
And they're all in bed with the Democrats!

Every time you see an advertisement that mentions "cloud computing"
(where some mysterious "cloud" of computers
does all your computing and stores all your data)
remember, it's this "cloud of managers"
that really controls everything!

The effect of Sarbanes-Oxley
was seen very dramatically in the Dayton area,
when NCR Corporation moved its headquarters
from Dayton to Atlanta in 2009.

Before Sarbanes-Oxley,
the NCR board of directors
was composed mostly of people in the Dayton area.

Sarbanes-Oxley forced NCR to put on its board
several Wall Street people,
including the company's new President, Bill Nuti.
(Pronounced "nutty.")

In the year between the date when he was made President
and the date he ordered the relocation of the company headquarters,
he made a total of ONE visit to the company's headquarters!

This guy who practically never even visited the company headquarters
decided to move the headquarters away from the city
that birthed the company and hosted it for 125 years!