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Management Perspectives

Corporate Governance, Greed and the Social Responsibility of American Business

September 9th, 2002

     During 2002, the American investing public was treated to incredible revelations of corporate chicanery by major U.S. corporations, which have resulted in the massive deception of stockholders by certain companies. In 2002, the corporate bankruptcy filings of Enron Corporation and Worldcom shook the foundations of investors confidence, and decimated their shareholders' equity, as well. The use of off-balance-sheet financing techniques, in the case of Enron, and sanctioned by their accounting firm Arthur Andersen, were contributing factors to their ultimate demise. In Worldcom's case, failure to expense rather than capitalize expenditures resulted in inflated corporate earnings, and led to a similar fate.

     Additionally, AOL Time Warner was forced to write down over $50 billion in goodwill, contributing to the erosion in value of this company's equity from nearly $300 billion to $100 billion or less over two short years.
 
During 2002, the American investing public was treated to incredible revelations of corporate chicanery by major U.S. corporations, which have resulted in the massive deception of stockholders by certain companies... [meanwhile] small employers in the United States have had to severely reduce health benefits over the past year

However, the most glaring failures of corporate governance -- by Boards of Directors -- have been the egregious compensation paid to chief executives of corporations, in the form of stock options or salaries and benefits for mediocre performance, while entrusting the stewardship of their companies to corporate "managers." Some notable examples of such corporate excess were noted in "The New York Times," on Friday, September 6, 2002. Vivendi Universal bought, and made available to Jean Marie Messier, their former Chief Executive, a $17 million apartment in New York. The same "New York Times" article referenced the recent disclosure of a $19 million loan made to its former chief executive, Dennis Kozlowski, that was used to purchase a home in Florida.

     Perhaps the most bewildering disclosure, to this writer, was made in the same edition of "The New York Times," September 6th, in which a former chief executive of a major U.S. corporation received a plethora of benefits upon retirement, i.e. use of Boeing 737 business jets, helicopters, limousine service, box seats to the Metropolitan Opera, French Open, Wimbledon, coverage of most expenses at the Trump International Hotel, to include food, wine, flowers, et.al. The same edition of "The New York Times" noted that small employers in the United States have had to severely reduce health benefits over the past year. Health insurance premiums across the country rose by 12.7%, a rate eight times the 1.6% overall inflation rate. The Times article cited one small business employing five people which canceled health coverage after premiums jumped by two-thirds to $2,000 a month, from $1,200 in 2001.

     The reader, at this point, is no doubt wondering what the relevance of this economic analysis is to a person interested in closed captioning. Quite simply, the answer is this: very small businesses form the backbone of this industry. Corporate apparatchiks in many media corporations have put pressure on smaller vendors/companies to lower their prices for closed captioning, or foisted "barter for captioning" schemes on

The reader, at this point, is no doubt wondering what the relevance of this economic analysis is to a person interested in closed captioning. Quite simply, the answer is this: very small businesses form the backbone of this industry.

 
captioning companies as a means of curtailing costs, while their companies are mismanaged or led by corporate miscreants who mislead the investing public, their shareholders, and government agencies. Now, our company believes in rewarding competence. However, as a small company struggling with the impact of rising costs and with revenues under assault, we find it incomprehensible that many -- not all -- large media companies are pressuring, with a febrile intensity, vendor companies that provide vital services to people with disabilities to lower prices. When juxtaposed against the excesses lavished upon current or former chief executives, the efforts by larger companies to create profits by cost-cutting at the expense of the disabled appear callous, odious, and perhaps illegal.

     In previous articles we have noted the use of "barter for captioning" as a recent manifestation of the unwillingness of certain media companies, who are reluctant to pay a fair market price -- or any price -- for closed captioning.
 
We believe the FCC should intervene to eliminate incentives for media companies to "embrace" this economic model ["barter for captioning"], which, if allowed to proliferate, will destroy the competitive base of the closed captioning industry.

We believe the FCC should intervene to eliminate incentives for media companies to "embrace" this economic model, which, if allowed to proliferate, will destroy the competitive base of the closed captioning industry. While we appreciate the efforts made by the FCC to formulate a voluminous Report and Order in 1998 and issue a Schedule for mandated closed captioning, the FCC did not, through any enforcement and/or rulemaking mechanism, require video programmers to explicitly pay for closed captioning!

     Therefore, although accessibility has been mandated, video programmers can circumvent the cost of compliance by passing along the cost of captioning to the vendor in exchange for the "right" to caption the programming. The FCC must recognize that if this operating practice becomes the norm, the competitive underpinning of the closed captioning industry will be destroyed. The FCC must display fortitude in addressing this issue, or be seen as feckless as a limp weenie in a light breeze.

     The FCC, in addressing the overall issue of quality and the closed captioning industry, must recognize the closed captioning industry needs companies that are financially healthy, who can receive fair and reasonable compensation in order to provide the best product for the consumer. All consumers of closed captioning are entitled to this. The FCC must have some notion of what quality

The FCC, in addressing the overall issue of quality and the closed captioning industry, must recognize the closed captioning industry needs companies that are financially healthy, who can receive fair and reasonable compensation in order to provide the best product for the consumer.

 
is, otherwise how can it regulate what it cannot define? As importantly, large corporations should do their part to work with very small closed captioning providers who, as small businesses, are the engines of growth in our economy. Most importantly, large corporations should do their part to give back to their consumers, to recognize their responsibilities to their viewers in the case of the media industry, and not look to fund corporate excess on the backs of the disabled, or small business. Working with small -- particularly minority- and/or women-owned businesses, who are providing access services such as closed captioning -- is very good corporate business. That's our opinion. What's yours?

Media Captioning Services,
September 9th, 2002




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