I just received a proxy statement from Umpqua Bank and one of the issues to be voted on is an Advisory Vote on Executive Compensation or "Say on Pay". I've always thought that was a good idea. However, in this proxy statment Umpqua is saying that this got voted down last year and they have done a number of things in response to the no vote and have put the item back up for a vote on this years proxy statement. Can anyone explain why a "say on pay" is a bad thing?