Woodstock of capitalism just turned into Altamont
The author is a Reuters Breakingviews columnist. The opinions expressed are his own.
By Rob Cox
The Woodstock of capitalism just turned into Altamont. Berkshire Hathaway’s annual meeting in Omaha this year won’t just be a folksy affair, with Chairman Warren Buffett dispensing common sense aphorisms about financial morality between bites of his Dairy Queen Dilly Bar. Following the abrupt resignation of one of the prime contenders to succeed the billionaire investor, after he personally traded in shares of a company he persuaded Berkshire to buy, Buffett needs to assuage investors about succession, ethics and whether he’s lost his mojo.
At the April 30 meeting, Buffett will take questions from a panel including three financial journalists. Here are a few we would ask:
1. How can you be so sure that David Sokol — the NetJets chief and one of the men widely expected to run Berkshire when you retire — did not break the law? He traded in shares of Lubrizol while representing Berkshire in its initial conversations with Lubrizol’s investment bankers about a potential takeover. Didn’t his conversations about a potential deal constitute access to information that was not publicly available to a private investor?
2. If the Securities and Exchange Commission or Department of Justice proves otherwise, would you concede you did not properly distinguish right from wrong when you said you didn’t “feel” the purchases “were in any way unlawful”?
3. How about Berkshire’s Code of Business Conduct and Ethics? It states: “Conflicts of interest may also arise when a Covered Party, or members of his or her family, receives improper personal benefits as a result of his or her position at the Company.” In an interview with CNBC, Sokol said that Charlie Munger also owned shares in a company that he pushed Sokol to look at for a possible Berkshire acquisition. Is this kind of share ownership typical at Berkshire?
4. Dilly Bar or Blizzard?
5. OK, so let’s say no violations were committed. Then let’s take Sokol’s reason for leaving at face value — he essentially says he didn’t think he’d be able to make enough money if he remained at Berkshire Hathaway. Is this evidence of gain-seeking that demonstrates how hard it is to perpetuate the Berkshire culture? You own tens of billions of Berkshire stock and don’t expect to be paid a salary and bonus. But maybe that isn’t the case for your successor. Maybe few CEO candidates would take the job without being remunerated like the CEO of any other $200 billion company. That wouldn’t be very Berkshire, would it?
6. Speaking of incentives, on CNBC Sokol said in retrospect it might have made sense to buy the shares for his personal account but not pitch Lubrizol to you. “That would be a disservice, but if that’s what people want to do in the future, that’s fine,” he said. Quite apart from the fact that Citi approached Sokol in his capacity as a Berkshire executive, doesn’t this suggest the incentives of one of your top commandants are misaligned with those of Berkshire shareholders?
7. You will turn 81 later this year. Isn’t it time to unveil a clear succession plan?