1 posts from January 2010

Executive Pay 2010

From compensation for my daughter who is a junior sales executive at a national company to chairmen - friends at global ones is a critical topic in the righting of the American economic ship.

In my daughter's case the answer was a corporate wide pay freeze due to "business weakness" despite her and few others' personal high achievement. In the case of top executive at publicly traded ones the issue of re-balance total compensation between cash and stock options to insure long term effectiveness of  decisions.

Lost in the conversation is the topic of making public employees or government accountable for decisions along with private company executives and the subject of integrity. We'll talk about government issues at the end of this piece.

I believe any of the three alternative approaches above, i.e. total lock down. cosmetic rebalancing or status quo, are solutions to the fundamental problem of self - serving focus of people in authority.

What I am helping several private company clients do is position their businesses for eventual sale or IPO, is restructuring executive roles to be more strategic than functional and linking total compensation to the long term performance of the organizations. We are doing this through a gradual re-alignment of the organization to fit the concurrent evolution of the businesses in complexity and adding a layer of non cash compensation.

Revised compensation structure, along with standard cash, tailored insurance vehicles and bonuses are warrants that are exercisable with change of ownership or longer term under special circumstances if the executive leaves the company in good standing. This is a work in progress with counsel, compensation consultants and business valuation advisers, but offers owners an ability to encourage and reinforce behavior that is in the optimizes the total performance of the company and not the individual income for selected employees. It further does not dilute owners' executive control or create unfunded tax obgligation to executives.

The current Administration is trying to foster regulations that require banks and others financial institutions (except Fannie Mae and Freddie Mac employees) to craft incentives along lines proposed by Professor Kane of Boston College. His idea is to bonus senior executives with a special class of stock that has claw back provisions require a return of capital if the company becomes insolvent. This seems like a smart but unworkable idea.

The second proposal is to establish a "West Point for regulators" according to Jason Zweig at the Wall Street Journal. The concept is to instill "a sense of honor and duty" with those charged with oversight. With these goings on in Washington, I wonder where all the adults, all the educators, all the parents have gone so that smart people think we need an institution to teach adults in responsible position about honor.

Integrity and honor, traditional concepts, are fundamental to motivation. Beyond that, compensation issues are central to behavior that potentially maximizes executive conduct that benefits all stake holders. Contemporary boards and managers have arranged compensation to optimize personal returns while sub-optimizing benefit to their cohorts. Under a capitalistic system it appears to me a straight forward; tie wealth creation to long term performance whether executives stay or leave organizations.

Jason Zweig, in is WSJ article, rhetorically notes: "It's probably too much to ask for Congress to abide by the sample principles (honor, duty and long term accountability even after leaving office), but we can dream. Could anyone possibly doubt this would wake up the watchdogs?"