Should the US Government own Government Motors…. I mean GM?
Well currently, the question is moot as the US government does own 61% of GM stock. So they are the controlling shareholder, but it seems once again, pundits, journalists, and the rest are acting as if it’s a good thing only because it’s not as bad is it could be.
Via the Economist (here subtitled: An apology is due to Barack Obama: his takeover of GM could have gone horribly wrong, but it has not):
AMERICANS expect much from their president, but they do not think he should run car companies. Fortunately, Barack Obama agrees. This week the American government moved closer to getting rid of its stake in General Motors (GM) when the recently ex-bankrupt firm filed to offer its shares once more to the public…
Which sounds nice in theory, but in reality, the US Treasury through pressure by the Obama administration spent $50 billion dollars to own 61% of the shares. With roughly 500 million shares available, this means the US government current owns 305 million shares. At the current stock price today of .375 dollars, their 50 billion dollar investment is worth roughly 115 million dollars.
So even if a theoretical IPO that generates excitement were to happen, in order for the government to recoup $50 billion dollars the stock price will have to increase to $163 dollars a share or by more than 400 times it’s current price.
But of course when it’s not your money you lost, but taxpayers money, I guess that changes the calculus….
The Economist continues:
…Many people thought this bail-out (and a smaller one involving Chrysler, an even sicker firm) unwise. Governments have historically been lousy stewards of industry. Lovers of free markets (including The Economist) feared that Mr Obama might use GM as a political tool: perhaps favouring the unions who donate to Democrats or forcing the firm to build smaller, greener cars than consumers want to buy….
& here’s where it gets more confusing. After stating the obvious concerns one would normally have when any business starts making decisions based upon politics instead of what’s best for the company (& also what they are legally bound to do, their fiduciary responsibility), they tell us those fears are wrong:
…Mr Obama has been tough from the start. GM had to promise to slim down dramatically—cutting jobs, shuttering factories and shedding brands—to win its lifeline. The firm was forced to declare bankruptcy. Shareholders were wiped out. Top managers were swept aside….
While simultaneously explaining to us how they did in fact make tons of political decisions:
Unions did win some special favours: when Chrysler was divided among its creditors, for example, a union health fund did far better than secured bondholders whose claims should have been senior….
DA posted about how the Obama administration used their leverage and power to bend the law to help the Unions over other creditors who should’ve legally be first in line for any monies (here).
But of course, that wasn’t the only political meddling in GM (the Economist):
Congress has put pressure on GM to build new models in America rather than Asia, and to keep open dealerships in certain electoral districts. But by and large Mr Obama has not used his stakes in GM and Chrysler for political ends….
Then why does the Economist think it’s a good idea?
[President Obama] his goal has been to restore both firms to health and then get out as quickly as possible. GM is now profitable again and Chrysler, managed by Fiat, is making progress. Taxpayers might even turn a profit when GM is sold….
& there we have it. So long as there wasn’t a huge amount of political intervention and there’s a possibility that the government might recoup all their money…. Thing are good for The Economist.
Of course “good” is being defined by potential future results. The truth is, the US government buying up private businesses creates far more implications that whether the stock prices rise enough to recoup the money they were given.
Enter Harvard Law School on Corporate Governance and Financial Regulation. Instead of asserting some win based upon theoretical future value, they asked the more important question (here):
In our paper When the Government Is the Controlling Shareholder, recently made publicly available on SSRN, we analyze the ways in which existing corporate law structures of accountability change when the government is the controlling shareholder, and the extent to which federal “public law” structures substitute for displaced state “private law” norms.
& the implications are vast. In their full research paper (here), they ask a much more serious and long term question. Which is, what rights do other shareholders have when the government owns a controlling interest and is forcing companies to make decisions that will not benefit shareholders in the long term?
Normally, shareholders have legal rights at the state level where officers of any company are held legally liable to their fiduciary responsibility:
In the handling of money and when one acts as a corporate or individual trustee, there is a fiduciary responsibility owed to the principal party. It is defined as a relationship imposed by law where someone has voluntarily agreed to act in the capacity of a “caretaker” of another’s rights, assets and/or well being. The fiduciary owes an obligation to carry out the responsibilities with the utmost degree of “good faith, honesty, integrity, loyalty and undivided service of the beneficiaries interest.” The good faith has been interpreted to impose an obligation to act reasonably in order to avoid negligent handling of the beneficiary’s interests as well the duty not to favor ANYONE ELSE’S INTEREST (INCLUDING THE TRUSTEES OWN INTEREST) over that of the beneficiary. Further, if the agent should find him/herself in a position of conflicting interests, the agent must disclose the dual agency (acting for two parties at the same time) or risk being accused of constructive fraud in regards to both or either principals….
What this is for, is so shareholders can be protected. If a company you own shares in decides to willfully make decisions which are counter to this responsibility, shareholders can sue for compensatory damages.
But what if the main decision maker is the federal government? Even though the Economist seems to be ok with this, though recent history shows this is an incredibly naive position to take (from the full report):
Even though government investment started less than three years ago, there are already troubling anecdotes….
For instance, after the government purchased 71% of AIG and AIG gave 165 million dollars in bonuses which were contractually guaranteed, the “owners” responded with threats. Senators and Congressmembers bemoaned this. Told us it was unethical for AIG to follow their contractual obligations because the government owns them. Even President Obama:
….urged Congress to draft legislation that sends “a strong signal to the executives who run these firms that such compensation will not be tolerated.”
As if Senators, Congressmen, and the President have any idea what pay should be in the first place… (DA post here), but they went further (from the full report):
Barney Frank, chairman of the House Financial Services Committee pushed the idea of suing AIG….
Since they have majority ownership:
[Barney Frank] “I still believe that we have a right legally to recover this, because we can assert our ownership rights and say, yes, you may have a contractual right to a bonus but your rotten performance means you should forfeit it”…
Additionally:
…”senior Treasury officials have been meeting several times a week all spring to review, one by one, the payments to the company’s executives. But the time-consuming discussions have never been resolved whether any of the executives should get paid.” Now, even routine bonuses are pre-cleared with Kenneth Feinberg, the “compensation czar.”
& what of the bank bailouts?
…bailout recipients faced mounting pressure from the President and Congress to increase lending. President Obama said he would “hold banks ‘fully accountable’ for the assistance they recieved and that they ‘will have to clearly demonstrate how taxpayer dollars result in more lending for the American taxpayer’”…
What about foreclosures, from people who can’t pay their mortgages?
Rep. Barney Frank “acknowledged that struggling homeowners [weren't] getting help as fast as many in Congress had hoped”, and urged bank executives to put in place a foreclosure moratorium until the government could implement mitigation programs.
These same people who also went after GM & Chrysler for closing too many dealerships. And then there’s Citigroup, Bank of America, etc, etc, etc. (DA post here).
But this is Harvard, so they talk about ways other countries have handled this. For instance, the UK started another government agency. Theoretically it’s independent of politics, with a sole goal to find businesses which need to be saved and to save them.
Which of course is an entire other conversation…. why anyone believes the government can make the bad decision of buying a failing private company and solve the conflict of interest by simply building another government agency is…. well, it’s stupid.
It would be like having an entire corrupt police force arguing that the solution to the corruption is to merely hire more cops.
& therein lies the true problem. When the press, politicians, and us normal voters, refuse to look into the future to see the true implications of such actions, we end up with answers like “since our [government's] original plan didn’t work, it must only be because we didn’t go far enough.”
I would submit to those willing to critically contemplate, that the decision itself was wrong & all these implications were obvious, known, and serve as further proof that politics and business don’t mix.
More importantly however, they fail in their analysis on a fundamental level. True critical thinking can never rely on results as proof of anything. Because it’s always possible to make a bad decision, and have positive results in spite of it. It’s also completely possible that you make the most perfect decision ever, but it still fails.
So no – the question isn’t really whether the government made a good investment, whether taxpayers will actually recoup the $50 billion spent, or whether GM ultimately succeeds in the long run.
The question should be- should we have done it regardless of the answer to any of those questions?
& I would proffer the answer is easy: no. The long range implications of such dangerous behavior isn’t worth saving one single car company.
Of course, that’s just my two synapses firing…. they could always be misfiring
August 26, 2010
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Posted by Michael S. Langston
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