The Wall Street Journal has taken an exclusive look at academic reseach documents that show many companies have backdated options. The last scandal about the practice should have taught public company boards and executives something, but the educations was clearly incomplete.
The figures from the University of Houston’s C.T. Bauer College of Business show that 141 companies were likely to have given executives advantageous grant date and that 92 of the firms on the list have never been flagged for the practice.
The practice robs shareholder because it gives executives options at a low point in a company’s trading range. Investor don’t have the insight to set such a date. Managers wait for share prices to rise and make a killing by exercising the options and selling the underlying shares.
The information is likely to cause another circus of Justics Department and SEC investigations. The last round of this activity took well over a year. Companies being investigated spent, in aggregate, tens of millions of dollars in legal fees. Many boards had to hire outside counsel. Scores of executives lost their jobs.
The image of the SEC has been tarnished in recent years. A new series of high profile investigations and puhishments of wrong-doers could help that image. In other words, exectutives involved in backdate can expect particularly onerous sanctions. The agency may not find a chance for this sort of positive PR again for a long time.
Douglas A .McIntyre