Goldman Sachs Groupdelayed until April 11 a vote on a shareholder's proposal to prohibit issuance of new stock options to executives. At its annual meeting Tuesday morning, shareholders overwhelmingly defeated two other proposals the company opposed regarding its charitable contributions and environmental policies. Goldman delayed the options vote because the proposal was left out off the Feb. 21 proxy document sent outlining the annual meeting agenda. Goldman on March 19 sent shareholders an amended proxy with the proposal. Goldman Chief Executive Lloyd Blankfein apologized to longtime corporate governance gadfly Evelyn Y. Davis, who made the proposal, for losing it. Davis had addressed it to former Goldman Chairman and CEO Henry Paulson rather than to Blankfein, who assumed the top posts last June. (Davis suggested at the meeting that Goldman fire its corporate secretary for the mishap.) The proposal would bar Goldman from granting options to "anyone" because the awards "have gone out of hand in recent years," Davis's proposal says, and create distortions in managing the company because options can be tied to short-term earnings gains. Goldman's directors oppose the plan because it would put the investment bank "at a disadvantage in retaining, motivating and recruiting employees," the proxy said. Blankfein on Tuesday said the company needs both stock grants, which Davis supports, and option grants to successfully compete. Blankfein was paid $54 million last year, including 209,228 options that the proxy statement valued at $10.5 million. His two lieutenants - Presidents Gary Cohn and Jon Winkelried - each collected options valued at $10.3 million. The trio collectively received about 21% of all options Goldman granted employees last year. Net income at Goldman rose 70% in 2006 to a Wall Street record of $9.4 billion while its stock price soared 56%. Blankfein's compensation rose 42%.
As of the end of last November, the 52-year-old executive held $63.2 million of options that he had not yet converted into stock, according to the proxy statement. A Goldman shareholder earlier this month filed a lawsuit against claiming the bank awarded too many options to top executives because it miscalculated their worth under the Black-Scholes valuation model it uses. The lawsuit against the firm and its directors seeks to void the election of directors at the meeting and to require a new accounting of the options. Options granted the firm's top five executive officers in 2006 are worth $23 million more than Goldman disclosed in its proxy statement, the lawsuit said.
A Goldman spokesman said the company will "vigorously contest" the lawsuit. On Tuesday, about 93% of voting shareholders approved electing all the bank's directors to one-year terms. Fewer than 7% voted for proposals from politically conservative interest groups that would have required a semiannual accounting of its charitable contributions and, separately, a policy paper explaining its environmental policies. A representative of the National Legal and Policy Center, which sponsored the charitable donation proposal, lashed out at Goldman on Tuesday for donating funds to Rainbow Push and other organizations led by Rev. Jesse Jackson. In other matters, Blankfein said Goldman expects to raise $19 billion to $20 billion in its new private equity fund. The fund is about to be closed, and the amount raised is more than double money raised from outside investors and the firm itself in any of its five earlier private equity funds.
In another private equity discussion, Blankfein said Goldman maintains good relations with The Blackstone Group, despite the bank's absence from the underwriting group leading the private equity firm's initial public offering. Goldman sometimes can't do deals because of conflicts, he said. He also defended Goldman's growing commitment of its own capital to trading and investing, saying the increased risk has been justified by supersized gains in capital and profits in recent years. The proprietary activities do not jeopardize relations with corporate clients because Goldman maintains "very very strict, high impermeable walls" between its client and proprietary activities to avoid conflicts of interest, he said. He cited its status as Wall Street's biggest merger advisor and raiser of equity as testament to clients' loyalty. Blankfein said he opposed government regulation of hedge funds because of the difficulty in creating "sensible regulations" for firms that rely on the funds' "very nimble" trading strategies. Goldman has no direct investments in hedge funds, but provides trading services and short-term loans to the funds through its large prime brokerage business. Goldman also manages almost $200 billion of its own and clients' money in alternative investments such as private equity and hedge funds, he said. Fielding questions from shareholders on other issues, Blankfein said Goldman has no plans to split its stock, which currently trades at more than $200 a share, or close down its stock specialist operations on U.S. exchanges.
Shares of Goldman were down $1.36 to $210.37, or .6%, in early afternoon trading on The New York Stock Exchange. Shares of its largest competitors were off by about 1%.
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