Friday, May 11, 2012

One Other Thought: What Kind Of A Public Company...

Okay -- so it took a bit for my coffee to kick in this afternoon (also -- kudos to commenter "Bob" for pointing me to it!), so I apologize for not making this point in the last post. . . but let's all agree that Mattersight's business is -- in the main -- not highly-regulated. It is not a pharmaceutical company, or a nuclear energy producer; it is not a tobacco company. Thus compliance with law is not an immensely complicated endeavor, if -- as all executive officers ought to be -- you are the "best and the brightest."

So, I'll ask: how on Earth can it be appropriate to pay ANY part of a bonus to executives -- a discretionary amount, for going "above and beyond," in any common-sense definition of the word "bonus" -- for. Not. Breaking. The. Law. What??? C'mon, man!

The "Governance" portion of the bonus simply requires that executives avoid breaking the laws applicable to public companies generally. That is all the executives need do to "earn" it.

Goofy me -- I would have thought that the salary covers complying with the law. Again -- when one looks at Mattersight's actual governance mechanisms, such as they are -- one feels a bit like poor old Schrödinger's cat. Click on the image, at above-right, to enlarge [derived from a Wikipedia/Creative Commons tutorial]. [Is governance dead at MATR? Or is it in a perpetual state of undead/dead/alive -- all suspended in time, until, and only if we open the box and find GAAP earnings per share from continuing operations have been reported?]

I have no idea. Not even sure whether I'm curious about it, any longer.

But a Happy Mom's Day, just the same, to all the moms out there reading this.

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