A conservative case for corporate reform

America's corporations need their owners back.

Conservatives defend private property, free enterprise, and the principle that whoever holds property answers for it. The modern public corporation has quietly pulled all three apart. Defending capitalism and conservatism does not mean defending the current corporate structure. For forty years the two have been treated as the same thing. They are not.

Here is why. Capitalism and conservatism rest on three things the current structure has taken out of the corporation. Property: the people who own the large American corporation do not control it, and the people who control it do not own it. Accountability: the people who run it set their own pay, through boards they nominate and consultants they hire, and answer to no one for the result. Free enterprise: what they are paid is not a market price but a number agreed inside a closed circle — a market in which the seller appoints the buyer. Over forty years that arrangement has redirected what American companies earn beyond their costs — the profits, and the gains from rising productivity — away from the workers, owners, and communities who created them. And it has been defended, by conservatives, in the vocabulary of property rights.

This site is about telling those two things apart — capitalism, and the corporate structure that has borrowed its name — and about three reforms, grounded in property rights and in duties the law already recognizes, that give the corporation back to the people who own it. This page is the short version; the full argument runs to ten sections.

In 1965 a chief executive earned 21 times what his workers did. In 2025, 325 times. What changed?

CEO-to-worker pay · 1965 → 2025
21:1 → 325:1
Top 350 U.S. firms; peak 408:1 in 20211
Typical worker pay · 1978–2025
+28%
Productivity +86%. CEO pay +1,316%.1
Drucker threshold · 1977
20:1
The ceiling of a functional organization2
The flat line, and then the runaway
CEO-to-worker compensation ratio, 1965–2025 · Economic Policy Institute, September 2026
CEO-to-worker compensation ratio, 1965 to 2025 Two lines. Realized CEO compensation ratio holds between 21 and 31 to one from 1965 to 1978, climbs to 60 to one by 1989, surges to 380 to one in 2000, peaks at 408 to one in 2021, and stands at 325 to one in 2025. Granted-compensation ratio follows a similar path, peaking at 393 to one in 2000 and running below the realized series since. Reference lines mark 20 to one, the Drucker threshold, and 30 to one, approximately the 1978 level where the runaway began. 0:1 100:1 200:1 300:1 400:1 1965 1975 1985 1995 2005 2015 2025 Drucker threshold · 20:1 (1977) 21:1 31:1 60:1 380:1 408:1 325:1
CEO-to-worker compensation ratio, 1965 to 2025 Two lines. Realized CEO compensation ratio holds between 21 and 31 to one from 1965 to 1978, climbs to 60 to one by 1989, surges to 380 to one in 2000, peaks at 408 to one in 2021, and stands at 325 to one in 2025. Granted-compensation ratio follows a similar path, peaking at 393 to one in 2000 and running below the realized series since. Reference lines mark 20 to one, the Drucker threshold, and 30 to one, approximately the 1978 level where the runaway began. 0:1 100:1 200:1 300:1 400:1 1965 1985 2005 2025 Drucker threshold · 20:1 (1977) 21:1 31:1 380:1 408:1 325:1
Realized CEO compensation (options exercised, awards vested)
Granted CEO compensation (options and awards valued at grant)
Drucker threshold, 20:1
The 1978 level (31:1)
YearRealizedGranted
196520.615.3
196621.916.2
196723.117.1
196824.318.0
196924.017.8
197023.817.6
197123.517.4
197223.217.2
197323.017.0
197424.518.2
197526.119.3
197627.620.5
197729.221.7
197830.724.8
197933.424.8
198036.126.8
198138.828.8
198241.430.7
198344.132.7
198446.834.7
198549.436.7
198652.138.7
198754.840.6
198857.442.6
198960.144.6
199075.656.1
199191.267.6
1992106.779.2
1993108.399.2
199487.6117.9
1995117.1130.1
1996150.0176.4
1997223.1234.8
1998304.2301.5
1999275.2288.4
2000379.6393.0
2001214.2325.7
2002186.2234.9
2003228.5226.4
2004261.8231.9
2005319.5244.3
2006322.4237.3
2007328.1241.8
2008199.9218.0
2009166.3181.1
2010210.1204.1
2011238.9212.4
2012362.0204.5
2013317.2210.0
2014318.2219.9
2015319.8215.2
2016269.3219.5
2017294.4233.6
2018283.5228.8
2019311.7229.3
2020355.9212.5
2021407.8272.8
2022360.2225.5
2023265.9196.8
2024290.2212.5
2025324.7246.9

The job changed. The rules changed more.

Ratio of average CEO compensation at the 350 largest U.S. firms by sales to typical worker compensation in those firms' industries. The realized series counts options when exercised and awards when vested; the granted series values them when granted; EPI projects 2025 from early filers. Shaded bands mark the three phases described in the full argument.1

The chart answers the first objection a conservative should raise: isn't this just what markets produce? The market produced the flat line — 21:1 to 31:1 — for as long as the modern record runs before 1978, through the most productive decades in American history. What produced the runaway was not the market. It was the rules inside the company — who sets executive pay, how it is paid, and what the board does with the profits: consultants benchmarking every CEO against every other; pay moved from salary into stock; a 1982 SEC safe harbor that opened the way for buybacks, which went from rare to more than half of earnings at the largest companies; a 1992 disclosure rule and a 1993 tax rule that each backfired; and boards nominated by the executives they were meant to restrain.3 Each of those is a rule. Rules can be rewritten.

Who controls the modern corporation?

If you hold a 401(k), a pension, or an index fund, you are a beneficial owner of hundreds of America's largest companies. You bear the losses. You have almost certainly never cast a vote in one. Follow the capital down and the control up, and the structure explains the chart.

Who
How it works now
Under the Commonwealth model
Households and retirement savers
Supply the capital and bear the losses. Hold shares through funds. Cast no votes.
Vote their own shares. Shares held longer count for more — and the extra weight belongs to the saver, not to the fund and not to insiders.
Funds and asset managers
Three firms vote a large share of corporate America on their clients' behalf. Voting-choice programs exist but cover a small fraction of what they vote.4
A statutory stewardship duty. Votes passed through to the owners; uninstructed shares follow the instructed ones, not the manager.
Board of directors
Nominated, in practice, under the chief executive's influence; the slate is almost never contested. Paid about $300,000 a year, mostly in stock. Sets the CEO's pay on a consultant's benchmark.
A fully independent compensation committee whose members sign personally. Employee-elected seats where governance has failed. Pay measured against the median worker's pay, with scrutiny that rises with the ratio.
Management
Runs the company and shapes the slate that oversees it. Paid in stock that vests in three to five years, so the share price in the vesting window is the goal.
Half of pay deferred five years or more; performance measured on workforce and productive investment, not share price alone. Major buybacks require the board to certify the company's long-term health.
The profits
To buybacks that lift the share price, and to the stock-based pay that tracks it. Since 1979, productivity up 94 percent; the typical worker's pay up 33.5
Retained and reinvested, or shared. The pay a company can set at the top without asking its owners rises only when pay in the middle rises.

Four things are easy to confuse here, and the current arrangement depends on confusing them: economic ownership (who gains and loses), legal shareholding (whose name is on the certificate — usually a fund's), the vote (cast, for most shares, by the fund's manager), and control (exercised by management through a board it shapes). In 1790 all four sat in one person. Today each sits somewhere else, and the one with the least ownership has the most control.

Where this breaks conservative principles

Property
Ownership without control is not property as the founders meant it.
The First Continental Congress named "life, liberty, and property" as the rights worth a revolution, and took the phrase from Locke, for whom property meant something the owner controlled and answered for. A share whose vote is cast by someone else, in a company run by someone else, for the benefit of someone else, keeps the certificate and loses the substance. Defending that arrangement in the name of property rights is defending the inverse of what property rights were meant to secure.6
Accountability
The duties exist. A paper trail now satisfies them.
Directors and executives owe duties of loyalty and care that Delaware has recognized for generations. In In re Walt Disney a $130 million severance for fourteen months of work survived review, because the business judgment rule now defers to almost any board process that produces a paper trail.7
Free enterprise
Adam Smith saw the compensation committee coming.
The patron of markets distrusted joint-stock companies because their managers spend other people's money with "negligence and profusion," and warned that "people of the same trade seldom meet together" without the conversation ending "in a conspiracy against the public." A board of executives, advised by a consultant paid to find the median, setting an executive's pay, is that meeting. Smith was defending productive capitalism. He was not defending this.8
The finding that makes this legislatable

It is tempting to say the restraint was lost when the founders left. The record says otherwise. By 1963, roughly 85 percent of the 200 largest American corporations were already run by professional managers with no controlling owner — and the ratio stayed near 20:1 for another fifteen years.9 What restrained those managers was an architecture: pay in salary rather than stock, boards that retained earnings and reinvested them, a wage indexed to productivity written into the 1948 General Motors contract and copied across industry, and pay norms a chief executive could not breach without a senator noticing.10 Every piece was dismantled between 1978 and 1993. Virtue cannot be legislated. Architecture can — and this architecture was law and contract before it was dismantled by law and contract.

Three reforms, and why they restore private ownership rather than replace it

A limited-government conservative will ask the right question first: by what authority does the law reach inside a private company? Because the public corporation is not private property the way a farm or a shop is. A farm is owned. A corporation is chartered — granted limited liability, perpetual life, and the right to raise capital from strangers, by a legislature, on conditions — and conservatives have never doubted that a legislature may attach conditions to a privilege it created. The only question is what the conditions should be. These three answer: that the people who own the enterprise control it, and that the people who control it answer for it.

  • Pass-through voting returns the owner's vote to the owner. It ends a delegation most savers never knowingly made, and returns the vote to the person whose money is at stake.
  • Tenure-weighted voting rewards the owner who stays. A share held for a decade counts for more than one held for a minute — and the extra weight goes to the saver, not to the officers, the directors, or the funds.
  • The binding vote on executive pay is the owners' vote, not a regulator's. The ladder is not a cap and not a price control; it is scrutiny that rises with the distance from the historical equilibrium.
  • The one hard mandate — employee-elected directors — is a remedy, not a regime. It binds a company only after its own governance has failed, above 75:1, and a Utah company only if it wants the incentives.

All three put the owner back in charge of what he owns; none puts the government there. None nationalizes, seizes, or rewrites state corporate law: the Utah bill attaches its conditions to the state charter, and the federal bills attach theirs to the privilege of listing on a national exchange, as Sarbanes-Oxley and Dodd-Frank did before them. Where that is not assurance enough — and for some readers it will not be — every title carries a mandatory review, most carry a fifteen-year sunset, and the Utah prototype is voluntary, so the reforms must prove themselves on data before they spread. That is reform in Burke's sense: change in the service of conservation, made in time.

What this argument concedes

  1. Part of the productivity–pay gap is measurement. Use the same deflator and compare average rather than typical pay and it narrows. What survives every adjustment is the typical worker's divergence from the average, and labor's share of income, which hit its lowest level on record in mid-2026.11
  2. Productivity still raises pay. It is necessary. Since 1979 it has not been sufficient.
  3. Pay rules alone do not raise wages. The 1993 tax cap backfired; German worker-directors show roughly neutral wage effects. That is why the lead bill is a governance ladder that makes rebuilding the architecture the path of least resistance, and why it is paired with the ownership reforms rather than offered alone.12
  4. Reforms meant to restrain managers could expand government instead. This is the serious conservative objection, and it is why the mandates are remedies, the prototype is voluntary, and the sunsets are real.
  5. Part of the rise tracks the size of firms and the stock market. The 350 largest companies are far bigger than in 1965, and over 1978–2025 the S&P 500 grew about as much as realized CEO pay. Size explains why the stakes rose. It does not explain who was allowed to set the price: CEO pay grew nearly three times faster than the earnings of the top 0.1 percent — the pool a "market for talent" would bid in — 987% against 357% over 1978–2023, and the flat line held through the postwar decades while the largest firms were also growing.13

The full versions of these objections, with the strongest sources on each side, are in section VIII of the argument. The site is built to be tested against them, not accepted despite them.

The American System, and its fifth pillar

In 1824 Henry Clay gave a name to the program Alexander Hamilton had proposed and Abraham Lincoln would carry out: the American System — protective tariffs to build home industry, a national bank to supply credit, and roads, canals, and railroads to bind the country into one market. It built the United States into the largest economy on earth, and it is being revived now in four modern pillars, which The New American System follows in detail:

Build it hereProtect the wageSecure the hemisphereSecure the dollarKeep it in the household

The first four act on the conditions around a company — the industries it competes in, the wages it must pay, the energy it buys, the currency it is paid in. None of them reaches inside the company to decide who keeps what it earns: the people who work there and own it, or the people who run it. That is decided by the company's own rules — who votes, who sits on the board, how executives are paid, what is done with the earnings — and those rules are what this site is about. Lincoln's Congress did not leave that question to chance. Alongside the tariff and the railroads it passed the Homestead Act, so that the ground the system was built on went to the household that would work it, not to whoever could buy the most of it. The modern Homestead Act is not 160 acres. It is a share in the enterprise, with a voice in how it is run, for the household whose work makes it productive. That is the fifth pillar — keep it in the household — the one not yet built, and this project is its legislative arm.


Ten sections, every claim sourced

Everything on this page is argued at length, with thirty sources, on the full argument: property as the founders meant it; the corporation in plain English; who loses what; where stewardship was hollowed out; the historical equilibrium and the twenty-four-century tradition behind 20:1; how it broke; the constitutional argument through Locke, Smith, Burke, and the fiduciary law; who keeps the productivity dividend; the three instruments; and reform before it breaks. The numbers and the twelve ways a pay rule gets gamed have their own page.

Read the full argument →

Four things you can do

01
Ask your Utah legislator to sponsor the bill
The Utah Commonwealth Corporation Act needs a sponsor for the 2027 general session. If you live in Utah, send your representative and senator the bill page and ask them to carry it. If you don't, ask yours what their state is doing about the question on this page.
Find your Utah legislator
02
Endorse the framework
Business owners, workers, pension trustees, clergy, scholars, and elected officials who want their name on the argument. Endorsements from people whose property the framework restores carry the most weight.
Endorse by email
03
Critique the bills
Every instrument on this site is a draft. The anti-gaming rules, the ladder thresholds, and the asset-manager provisions all improve with hostile review. Economists, corporate lawyers, and compensation professionals are especially welcome.
Send comments
04
Send this to a conservative who thinks it's socialism
The argument is built for the reader who defends capitalism and has never been asked whether this structure is capitalism. It is also built for the progressive who thinks property rights are the problem. Send it to one of each.
Read the full argument

The Commonwealth Project

The Commonwealth Project is an initiative to restore stake, voice, and accountability to the people who actually own America's productive enterprise. It takes its name from Locke's word for a community organized to protect property, and its second name — the Zion Corporation — from the tradition of stewardship in Utah's majority faith, in which the two describe the same thing. You do not need to share that tradition to recognize the structure as sound; the secular argument stands on its own.

The project is the legislative arm of the fifth pillar of the American System described above: keeping the gains of a rebuilt economy in the households that produce them. It is currently structured as an informal initiative based in Santaquin, Utah, with paperwork toward 501(c)(3) status in preparation and a founding board being assembled. Endorsers, advisors, and collaborators are welcomed — particularly from the constituencies whose property the framework is designed to restore.

Location Santaquin, Utah
Contact hello@commonwealthcorporation.org
Status Three draft instruments, each revised on these pages in October 2026 after adversarial review, with the revised texts in drafting; Utah prototype seeking a sponsor for the 2027 session
Last revised October 2026

A note on method

Every figure on this site is cited to its source, and the CEO-pay figures follow the Economic Policy Institute's most recent release rather than the one that best suits the argument. Where a source is contested, the page says so. Where new evidence has corrected an earlier claim of ours, the correction is on the page, not buried in a revision. A reader who finds a number here that doesn't trace to its source should tell us.


  1. Josh Bivens, Elise Gould, and Jori Kandra, "CEO pay has skyrocketed since 1978," Economic Policy Institute, September 15, 2026 — epi.org/publication/ceo-pay. Realized measure, top 350 firms by sales; 2025 projected. 20.6:1 (1965), 30.7:1 (1978), 407.8:1 (2021), 324.7:1 (2025); CEO compensation +1,316%, typical worker compensation +28%, net productivity +86%, 1978–2025.
  2. Peter F. Drucker, "Is Executive Pay Excessive?" The Wall Street Journal, May 23, 1977.
  3. Sources for each rule change are in the full argument: SEC Rule 10b-18 (1982); SEC executive compensation disclosure rules (1992); Internal Revenue Code §162(m) (1993); Bebchuk and Fried, Pay Without Performance (2004); Bizjak, Lemmon and Naveen (2008) on peer benchmarking; Lazonick, "Profits Without Prosperity" (2014).
  4. Lucian Bebchuk and Scott Hirst, "Index Funds and the Future of Corporate Governance," Columbia Law Review 119 (2019); BlackRock Voting Choice, Vanguard Investor Choice, and State Street proxy-voting choice program disclosures, 2022–2026, on eligibility and participation.
  5. Economic Policy Institute, The Productivity–Pay Gap, updated September 14, 2026 — epi.org/productivity-pay-gap: net productivity +93.7%, hourly compensation of production/nonsupervisory workers +32.7%, 1979Q4–2026Q2.
  6. First Continental Congress, Declaration and Resolves, October 14, 1774; John Locke, Second Treatise of Government (1689), ch. 5 and 9.
  7. Aronson v. Lewis, 473 A.2d 805 (Del. 1984); Smith v. Van Gorkom, 488 A.2d 858 (Del. 1985); In re The Walt Disney Co. Derivative Litigation, 906 A.2d 27 (Del. 2006).
  8. Adam Smith, Wealth of Nations (1776), Book I, ch. 10, part 2; Book V, ch. 1, part 3, art. 1.
  9. Robert J. Larner, "Ownership and Control in the 200 Largest Nonfinancial Corporations, 1929 and 1963," American Economic Review 56 (1966): 84.5% management-controlled in 1963.
  10. Frank Levy and Peter Temin, "Inequality and Institutions in 20th Century America," NBER Working Paper 13106 (2007); Carola Frydman and Raven Saks, Review of Financial Studies 23 (2010) on the composition of executive pay 1936–2005.
  11. U.S. Bureau of Labor Statistics, "Labor share at its lowest level, 52.8 percent, in second quarter 2026" — bls.gov; Martin Feldstein, NBER Working Paper 13953 (2008); Robert Z. Lawrence, AEI (2016); Anna Stansbury and Lawrence Summers, NBER Working Paper 24165 (2017).
  12. Simon Jäger, Benjamin Schoefer, and Jörg Heining, "Labor in the Boardroom," Quarterly Journal of Economics 136 (2021).
  13. Xavier Gabaix and Augustin Landier, "Why Has CEO Pay Increased So Much?" Quarterly Journal of Economics 123 (2008), for the firm-size explanation. The comparisons are EPI's (note 1): Table 1, 1978–2025, realized CEO compensation +1,316% against the S&P 500 +1,428%; and realized CEO compensation +986.7% against top-0.1% earnings +356.6%, 1978–2023.