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Of Banks and Bankers Bonuses: Is the News Good, Bad or Neither?

by Garry Rogers 

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Expert Perspective by Grahall’s OmniMedia Editorial Board

So what is going on in Financial Services anyway?  One day you read that bankers will get their bonuses early (Newsweek: Banks May Dole Out Bonuses Early).  Then things sound grim when on another day the news is about Wall Street bracing for layoffs and lower bonuses (Huffing ton Post: Wall Street Braces For Layoffs And Lower Bonuses).  Then still more information comes out about the new banking rules and how they will reduce bank profits and therefore reduce bonuses based on profits (Wall Street Journal: New Bank Rules Good for Everything—Except Bankers’ Bonuses).

So is Wall Street suffering like Main Street or not?   There are a couple things at play here.
Continue reading “Of Banks and Bankers Bonuses: Is the News Good, Bad or Neither?” »

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Citi’s Board Thinks Their CEO Deserves More Compensation

by Garry Rogers 

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Expert Perspective by Grahall’s OmniMedia Editorial Board

The decision of Citi’s Board in 2011 to  “…compensate Vikram commensurate with the job of CEO of Citi” left our Editorial Board wondering if the Board is intent on communicating a “back to business as usual” message to shareholders and regulators.   According to Matthias Rieker September 20, 2010 article in the Wall Street Journal  (Citi Chairman Intends To Revive CEO’s Pay In 2011) “Pandit had pledged last year to accept only $1 in salary and bonus until Citi returns to profitability. Citi reported a profit for the first and second quarter this year, but Pandit still declined compensation above $1 for this year…”

But Pandit’s commitment to Citi seems not to be shared by his fellow executives, many of whom, we imagine, were involved in decisions that led to the decline of Citi’s stock from well over $50 per share in 2007 to its low of $1.03 in March 2009. 
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It’s Not Hurd on the Street Any Longer

by Garry Rogers 

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Expert Perspective By Grahall’s OmniMedia Editorial Board

Not surprisingly, plenty of media attention was focused on the fact that Mark Hurd, once CEO of H-P, didn’t last long in the unemployment line.  Hurd has landed himself a new position as Co-President of Oracle, sharing the job with Safra Catz and reporting to CEO Larry Ellison.   Three articles published in the Wall Street Journal on this subject particularly caught the attention of the Grahall Editorial Board.  Ben Worthen and Joann S. Lublin write (in their article At Oracle, Hurd Lands in Rare Situation: Having a Boss for First Time in Years Means the Former Hewlett-Packard Chief’s Relationship With CEO Ellison is Crucial): “How Messrs. Hurd and Ellison click is crucial as Oracle tries to expand beyond its core business of selling software and takes on tech conglomerates… in hardware…. So far, the outlook appears positive, said people who have worked with the executives. Messrs. Hurd and Ellison are friends. And while the two have very different management styles, those styles seem compatible, said these people.”

That’s good, since cooperation at the top of the food chain in any organization is critical for the company to quickly and effectively embrace opportunities and resolve issues.  In fact, some companies find that cooperation and coordination in these roles is so important that the CEO and President are in fact the same person.  For companies who separate these roles, the President position is often looked at as a grooming spot for the future CEO. 
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Unemployment: Who or What is to Blame?

by Garry Rogers 

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Expert Perspective from Grahall’s OmniMedia Editorial Board

At the risk of going “off the ranch” and getting into topics that are fraught with politics, our Editorial Board reviewed and discussed Robert Barro’s August 30, 2010 article for the Wall Street Journal (The Folly of Subsidizing Unemployment).

Mr. Barro had much blame to pass around for the continuing high unemployment in the US, landing most squarely on “the expansion of unemployment-insurance eligibility to as much as 99 weeks from the standard 26 weeks.” 

This may be an argument that only history will be able to resolve.   But from a “compensation” perspective, unemployment checks are a form of incentive pay. 
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What Goes Around Comes Around

by Garry Rogers 

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Expert Perspective by Grahall’s OmniMedia Editorial Board

Well, Ed Whitaker didn’t last too long as GM’s CEO, but now we are told that was all part of the plan.  Whitaker will be replaced on September 1 by GM Board member Daniel Ackerson.
Perhaps we were expecting more, or more time, when it was reported in January 2010 that Whitaker, then interim CEO, was to be the “permanent” CEO of GM.

That term “permanent”  made us think that he might have had more staying power than his predecessor, Fritz Henderson, who was “on the job” from March 31 to December 1, 2009.  But then Fritz was “permanent” too until the GM Board, led by new Chairman Edward Whitaker, became concerned “… about whether G.M. can overhaul its corporate culture and make a fresh start under a holdover executive like Mr. Henderson, who has worked for the company for 25 years.”  (New York Times December 2009). 

Of course all of this changing of the guard at GM started with the departure of Rick Wagoner at the behest of President Barack Obama when it became clear that GM would need to file for Chapter 11 Bankruptcy protection as a result of the 2008/2009 economic downturn. This required taxpayer largess of $50 billion in aid to help the company remain solvent and changed GM from General Motors more to Government Motors.

So what’s in store for Ackerman, and will he be the permanent “permanent CEO” or continue the trend of his two predecessors and be looking for a job come the spring of 2011? 
Continue reading “What Goes Around Comes Around” »

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The Year 2015: Where the New Deal and the Great Society Intersect with Reality

by Garry Rogers 

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Expert Perspective by Grahall’s OmniMedia Editorial Board

The results of a CNN poll on Social Security (CNN poll: Majority Say They Don’t Count on Social Security) suggest, not surprisingly, that almost two thirds “of Americans say the program won’t last another 70 years.”  The article says that:  “For the first time in nearly 30 years, Social Security will pay out more benefits than it receives in payroll taxes both this year and in 2011. By 2015, the program is expected regularly operate with an annual deficit.”

Exacerbating this problem is a “run on the bank” mentality where many of those who are eligible for early age Social Security, seeing that the future for this program is dim, want to start collecting ASAP!  
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The Hurd Locker Revisited

by Garry Rogers 

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Expert Perspective by Grahall’s OmniMedia Editorial Board
           
AP technology writers Jordan Robertson and Rachel Metz, penned an article on August 7, 2010 (Disgraced HP CEO to get about $28m in cash, stock) about Mark Hurd, the once acclaimed CEO of HP who while negotiating a $100 million three year contract with HP proved to be much less ‘smarter than the average bear’ by falsifying “… expense reports and other documents to conceal a relationship with a contractor.” It is hard to imagine that a company with a squeaky clean image like HP would tolerate such a blatant dishonesty, even if the guy may be worth upwards of $10 billion in market value to the company. (HP’s franchise value of about $100 billion, as measured by market capitalization, dropped 10% on the news of Hurd’s abrupt departure.  According to the article “HP’s shares, which closed Friday on the New York Stock Exchange at $46.30, tumbled 9.7 percent after hours to $41.85 as investors reacted to the news released after the close of markets.” The stock price has not recovered as of August 10, 2010.)
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Dodd-Frank: First Impressions

by Garry Rogers 

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Expert Perspective by Grahall’s Garry Rogers

Daniel J. Ryterband prepared a good summary of the compensation and corporate governance implications of the Dodd-Frank bill in his July 16, 2010 article Dodd-Frank: What It Means for Comp and Governance published in Bloomberg.com’s Business Exchange.

Ryterband says: “The Dodd-Frank law will affect executive compensation and corporate governance starting in 2011 with the “say on pay” provision. Other elements will come into play as the SEC issues new regulations.”

Until the new regulations are issued by the SEC, it is difficult to predict how broad an impact the changes will have, but this fact is telling – the SEC has plans to add 800 additional staff on top of the 375 it had already requested for the coming year. Together, this would represent a 25% increase in staff size to 5,000 employees, up from the current 3,800. 
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Say, say, say on pay: Doing more harm than good?

by Garry Rogers 

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Expert Perspective from Grahall’s OmniMedia Editorial Board
 
As Eleanor Bloxham writes in her May 25, 2010 article published in CNN Money.com (Say on Pay: 4 ways to defend executive pay under the new law): “The new finance reform bill is set to become law and say on pay, an advisory vote on compensation for shareholders, is a centerpiece of the reform. Few boards and companies, or investors, are ready for what that means…  with “say on pay”, the stakes have been raised for boards to explain in clear, credible English why the pay packages they propose should be adopted.”

Bloxham endorses say on pay:  “Companies… have offered “kitchen sink” defenses, as to why their pay plans are too different, too specialized, too standardized or too complicated for shareholders to properly understand and evaluate. But Congress has totally upended the board-shareholder power structure: companies are going to have to defend their own words and statements to shareholders this year, at the risk of eating them. So, let the votes begin.”

Grahall has written many blogs on say on pay.  Last December we wrote in our blog It’s Not an Easy Fix that “It is possible that ‘say on pay’ votes, even though non-binding,  could become the equivalent of a ‘bleeding edge’ endorsement or indictment of Board governance and fiduciary duty, effectively becoming  binding in their application and ability to control executive pay.   Boards with ‘yes’ votes get a ‘rubber stamp’ on their decision and Boards with ‘no’ votes could possibly risk civil suits if they take no action.  In the end, making ‘say on pay’ a defacto binding  vote, transfers these decisions from an informed group (i.e., the Board) who (we would hope) has made decisions based on solid data, business strategy and sound philosophy to an uniformed group (i.e., shareholders) who made decisions based on imperfect data or a gut reaction.”

Essentially if one believes in the merits of our corporate governance system, then say on pay should not be needed, since the board should be able to do a better, more informed job than the populace. 
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UPDATE: Heath Care Reform Redux

by Garry Rogers 

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Expert Perspective UPDATE by Robert Cirkiel of UHY and a member of Grahall’s Editorial Board 
Wednesday May 26, 2010

Robert Cirkiel writes: “Since publishing the blog Health Care Reform Redux (below), “interim final regulations” have been issued regarding the age 26 dependent coverage requirement.  These are not proposed regulations, and the “interim final” tag means that they are final but the agencies are accepting comments. 

If you think this means that comments will have no impact and therefore commenting is a waste of time I can’t disagree. 

Regardless, my actuarial group will be issuing a comment letter nonetheless, as we believe we have uncovered a number of potential “unintended consequences”.  Also, if the use of “interim final” is a portent of things to come, it means that the time honored process of issuing regs in proposed form that are subject to change may be curtailed. Stay tuned.”

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Expert Perspective by Grahall’s Editorial Board
Monday May 24, 2010 

In his May 15, 2010 New York Times article Health Insurance Companies Try to Shape Rules  author Robert Pears writes:  “Health insurance companies are lobbying federal and state officials in an effort to ward off strict regulation of premiums and profits under the new health care law. The effort is, in some ways, a continuation of the battle over health care that consumed Congress last year. Insurance lobbyists are trying to shape regulations that will define “unreasonable” premium increases and require them to pay rebates to consumers if the companies do not spend enough on patient care… The health care overhaul provides a classic example of how the impact of a law depends on regulations needed to interpret it.”

Weighing in at over 900 pages in length, the Patient Protection and Affordable Care Act provides little insight, however, into what employers, insurers and individuals must do to comply.  (For a little “light reading” you can access the bill at http://democrats.senate.gov/reform/patient-protection-affordable-care-act-as-passed.pdf). 

With such limited information and ambiguity in the bill, the regulations will be key to how both providers and users of healthcare are impacted.  Regulators have a long way to go to get the regulations drafted. Even for those elements of the bill with 2010 effective dates , there has been nothing provided other than some narrow  “guidance.”  And like any other regulatory process, once regulations are drafted, comment periods, hearings and redrafting will follow, based on input from constituent groups.    And lobbying will be part of this process.

Let’s take a closer look at the two areas that Health Insurance providers find so unpalatable: regulating premium increases and increasing medical loss ratio (MLR) requirements.  What’s the problem with these two areas as far as Health Insurance companies are concerned? 
Continue reading “UPDATE: Heath Care Reform Redux” »

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