Perquisites -- for SEC Executive Compensation Disclosure Purposes
SEC Item 402 Disclosure Rules (for proxy statements):
2020.06.16 "Recent SEC Action Signals Agency’s Close Scrutiny of Company Perk Disclosures"- alert from Meridien Compensation Partners, which notes five different SEC actions, including this one: "Most recently, on June 4, 2020, the SEC imposed a $900,000 civil penalty on Argo Group International Holdings (“Argo”) due to the company’s failure to disclose in its definitive proxy statements for fiscal years 2015 through 2019 over $5.3 million of perquisites and personal benefits provided to its former CEO and Board Chair, Mark E. Watson III. Following an internal investigation, Mr. Watson agreed to reimburse Argo for certain perquisites and personal expenses and ultimately resigned."
2017.12.12 SEC Enforcement: Inadequate Perquisite Controls and Disclosures, and CEO Abuses. The SEC's news release begins by saying that the SEC had "charged a biopharmaceutical company with committing a series of accounting controls and disclosure violations, including the failure to properly report as compensation millions of dollars in perks provided to its then-CEO and then-CFO. . . . According to the SEC, Tennessee-based Provectus lacked sufficient controls surrounding the reporting and disclosure of travel and entertainment expenses submitted by its executives. The order further finds that Provectus’ former CEO, Dr. H. Craig Dees, obtained millions of dollars from the company using limited, fabricated, or non-existent expense documentation, and that these unauthorized perks and benefits were not disclosed to investors."
2015.11.03 Survey Shows CFO Perk Levels Have Stabilized. This article in CFO.com begins with the following summary:
2015.Sept.07 Perquisites Remain Toxic . . . Settlement of SEC Enforcement Action
From investor reactions to public disclosures to SEC enforcement aimed at inadequate disclosures, executive perquisites continue to nag companies that make broad use of company-provided aircraft, housing, legal or tax services, club memberships, and other perquisites. In settling SEC charges that involved nearly $500,000 of unreported executive benefits, not only did MusclePharm agree to pay a $700,000 fine and to use an SEC-approved independent monitor for its governance and audit practices, but the head of its audit committee had to pay a $30,000 fine and two other executives had to pay $180,000 in fines. These fines reflect the recently-announced policies of the Department of Justice and the SEC to aimed at imposing personal liability on those responsible for corporate misconduct.
2015.Mar.31 SEC Enforcement Action re Inadequate Disclosure of CEO Perqs
See this Fortune article, which discusses the SEC's Complaint:
2013.Mar.31 Aircraft Perquisites -- applicable rules and disclosures discussed in Aircraft Perqs.
2012.Feb.22 SEC Expert re What is a Perquisite (for Executive Comp Disclosure Purposes). In litigation against two CFOs re their failure to disclose perquisites provided for the CEO, the SEC has prevailed in a motion to have its expert testify about a "primary purpose" methodology that is applicable under from the Internal Revenue Code for determining whether an item is a business or a personal expense. The federal district court decision in SEC v. Das states that --
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