What are the top 3 ramifications of the options backdating scandal?
If you remove the usual tax consequences, shareholder lawsuits, restatement, etc. What things do we see coming down in terms of legislation/new rules and regulations and where are the opportunities?
1. Revisiting Executive compensation: It supposed to be aligned with shareholder, but as examples of Cyberonics points out, not exactly. We see examples of Google, Apple and Yahoo paying their Chief Executives only $1 as their pay and rest in options compensation. Will this change? Will companies completely stop paying salaries? Or will they stick to giving options to top executives alone?
2. Board of Director accountability: Boards do have a responsibility to shareholders. Would we see an increase in number of boards requesting higher coverage from D&O insurance? Are boards going to have their own “internal spies” in each company to help report on internal controls audits? Will board members request oversight and have responsibility over internal policies and procedures?
3. Fewer people use stock options: Many companies have started to reduce overall the number of stock grants and options to employees. There are many reasons, including expensing of stock options, backdating scandal, etc. What other alternative forms exist of incentive pay? Restricted stock has the same problems as options, i.e. if priced at the wrong time, they will have potential to drain stock holder value.
4. Audit responsibilities: Many clients we have currently deploy another set of auditors (besides the one they already use) to have an “independent” third party for internal investigation. Will this continue after the backdating has been squared away? Is there a need for a auditor to audit your auditor?
Interesting questions.
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