April 26, 2024

DealBook: Goldman Raises Directors’ Pay by 500 Shares

The power of James Schiro, the lead director of Goldman Sachs, has been increased after an accord with a shareholder.Chester Higgins Jr./The New York TimesThe power of James Schiro, the lead director of Goldman Sachs, has been increased after an accord with a shareholder.

Goldman Sachs directors are getting a pay raise.

Goldman’s directors, who were already among the best-compensated corporate directors in the country, will receive an additional 500 shares, for 3,000 shares a year in compensation, according to a regulatory filing submitted Friday.

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In 2012, the average compensation for a Goldman director was $447,622, according to compensation data provider Equilar. This was down from 2011 when the average compensation was $488,709. Still, some of the firm’s 13 directors made more than $500,000 in 2012 because they led a committee, which pays extra.

Goldman, in the filing, said directors received a raise because of the “increase in demands” placed on directors “particularly considering that during 2012 all them served on each of our board’s standing committees as well as the additional oversight responsibilities required by recent laws and regulations.”

The additional 500 stock units, which have a current value of almost $75,000, are on top of an annual retainer of $75,000 or 532 shares. All told, Goldman’s board met 12 times in 2012.

Goldman has previously defended its pay for directors, saying the bulk of the compensation is in stock that directors cannot touch until after they have left the board. That arrangement, the firm says, aligns directors’ interests with those of shareholders.

The data on director pay was part of a grab bag of information about the company in the filing, which included the pay of Goldman’s chief executive and chairman, Lloyd C. Blankfein, and a list of proposals shareholders will vote at the firm’s annual meeting, which is May 23 in Salt Lake City.

Mr. Blankfein also received a raise. He made $21 million in compensation in 2012, up from $12 million in 2011. Gary D. Cohn, his second in command, made $19 million last year, up from almost $11.9 million in 2011. Investors will vote on four shareholder proposals at the annual meeting. One of the proposals asks the board to “immediately engage the services of an investment banking firm to evaluate alternatives that could enhance shareholder value including, but not limited to, a merger or outright sale of the company, and the shareholders further request that the board take all other steps necessary to actively seek a sale or merger of the company on terms that will maximize share value for shareholders.”

Goldman’s board is recommending shareholders vote against this proposal, saying it will “continue to pursue strategies” that it believes will achieve shareholder value.

What is not in the proxy is also noteworthy.

Earlier this week Goldman said it had reached a deal with the CtW Investment Group, an organization that advises union pension funds, to put the brakes on a vote on a proposal to split the roles of chairman and chief executive.

Under the agreement, Goldman is enhancing the powers of James J. Schiro, the board’s lead director. Mr. Schiro, for instance, will now have to set the agenda for the board, instead of merely approving it.

“We’ve had a constructive engagement with our shareholders, and believe that the enhancements we have made further solidify the independence of the board,” a spokesman for Goldman said in an e-mailed statement.

The question of whether a chief executive should also be chairman has generated discussion among shareholders of big banks. At JPMorgan Chase the board favors the dual role for Jamie Dimon and is working to shore up support among shareholders, who will vote on the issue next month at that bank’s annual meeting.

Article source: http://dealbook.nytimes.com/2013/04/12/goldman-directors-get-a-pay-raise/?partner=rss&emc=rss

DealBook: ‘Chasing Madoff’ Documentary Tells of Whistle-Blower’s Quest

“Chasing Madoff,” a documentary opening in theaters on Friday, chronicles Harry M. Markopolos's efforts to expose Bernard L. Madoff's fraud.Chester Higgins Jr./The New York Times“Chasing Madoff,” a documentary opening in theaters on Friday, chronicles Harry M. Markopolos’s efforts to expose Bernard L. Madoff’s fraud.

In 2000, Harry M. Markopolos made a presentation to a senior enforcement lawyer at the Securities and Exchange Commission. The topic: Bernard L. Madoff Securities, an investment business with remarkably steady returns. He offered possible explanations for the firm’s uncanny success, including an explosive one.

“The entire fund is nothing more than a Ponzi scheme,” wrote Mr. Markopolos, then a Boston money manager, in his submission to the agency.

Eight years later, Mr. Madoff confessed.

Among the more astonishing subplots of the Madoff saga is the tale of Mr. Markopolos’s efforts to expose the fraud and the S.E.C.’s bungled attempts to uncover it.

It is no wonder that Hollywood took an interest in his story. “Chasing Madoff,” a documentary opening in theaters on Friday, chronicles Mr. Markopolos’s quest. The movie, which was produced, written and directed by Jeff Prosserman, is based on the 2010 memoir “No One Would Listen.”

In an interview this week, Mr. Markopolos, 54, who calls himself a whistle-blower specialist, discussed the film and what he was up to these days.

How did this documentary get made?

In the months after Bernie turned himself in, I got 30 movie offers. Half were from screenwriters and movie studios. The other half were from documentary filmmakers. It came down to personal relationships. A producer had grown up with my lawyer, and Jeff Prosserman was his young protégé. Jeff wanted to do the film and contacted the producer. The rest is history.

The film recreates scenes in which you’re carrying guns, checking for bombs under your car and wearing bulletproof vests. You seemed paranoid that Madoff or his people were going to kill you.

Well, it’s not paranoia. Do you do white-collar fraud investigations? I do. Do F.B.I. agents carry guns? They do. Why? Just in case, and that’s why I carry the gun. Bernie was playing a very dangerous game. When I spoke to the F.B.I. agent in charge of the case he told me, “Harry, for that kind of money, so many billions, bad things happen to people, and you’re very lucky.”

What about when you’re lurking in the shadows during an Eliot Spitzer speech at the John F. Kennedy library in Boston and then put on a pair of gloves to hand over a Madoff file to a Spitzer aide?

Yeah, I didn’t want any fingerprints on that one. That was an anonymous submission. I had twins about to be born, so I was afraid. Spitzer was rushing out through the back door to catch a ride to the airport, so I don’t know that he ever received those documents. I talked to Eliot over cocktails a couple weeks ago. He says he didn’t. Together, we could’ve changed history.

Cocktails with Spitzer? Are you two pals?

I don’t know about pals. We met backstage last month at the after party on the Bill Maher show. He said he’d like to get together. I’d love to. As fellow white-collar fraud investigators, we have a lot in common. He is the best crime fighter of our generation and was the last best hope in this case.

What would you say about the state of the S.E.C. today? It’s made headlines again about its document destruction policies.

It’s embarrassing, and the S.E.C. has to stop shooting themselves in the foot at every opportunity. They need to start doing big cases. I think they’re capable of it and proved that with the Goldman Sachs $550 million settlement. They sent hundreds of people away to become certified fraud examiners. So they actually realize that they’re in the fraud-fighting business and need to stop frauds before they blow up, and that’s a sea change for them.

Was there anything that disappointed you about the documentary?

Yes. In the movie, my kid said that the S.E.C. was bad and should go to jail. But they weren’t corrupt. They were systemically incompetent, which is actually far worse.

What’s it feel like being famous for…

The biggest failed investigation in history? It’s tough. No one likes to lose.

So what frauds are you exposing these days?

The ones I can talk about? I’ve uncovered that two custody banks, Bank of New York and State Street, were stealing hundreds of millions each year from pension funds in the currency markets by backdating trades and choosing improper prices. [Bank of New York and State Street have denied these allegations, which are the subject of civil lawsuits filed by a whistle-blower group in several states.]

Have you tried to contact Mr. Madoff since his arrest? As a fraud investigator, isn’t there anything you could learn from him?

I have not bothered to contact Mr. Madoff, nor will I. In his jailhouse interviews, he goes out of the way to say how much he hates me, which is the highest possible praise I can receive as a certified fraud examiner.

How much money have you made from your role in the Madoff scandal?

Oh, I got a huge book advance of $43,600. The book seems to be doing well. It’s in its fourth printing, but I’ve gotten no royalties. I don’t understand the royalty statements.

Maybe you should investigate your publisher.

Yeah, I always wonder about that. The book advance was actually $300,000, but we split it. I had a literary agent, a ghostwriter who helped me, and we split it among the team. It took a year of my life, so how smart was I? You don’t write a book for money. I don’t think that you’re in journalism for the money.

I’m not. What about the documentary?

We got an even bigger sum. I think it was $6,000 that we divided a number of ways. I think we just used it for legal fees for a Hollywood movie that we hope comes out in a few years.

So who would you want to play you?

I wouldn’t get to pick that. I happen to like Christian Bale, but it could be anybody. It doesn’t matter. Pee-wee Herman would be fine.

Article source: http://feeds.nytimes.com/click.phdo?i=3e3a1cdaf7401c5a9b84343ed3cbc7ba