The Securities and Exchange Commission yesterday issued an "interpretive release" describing executive benefits that must he reported as income to officers and directors.
"In general," the SEC said, "expenditures which simply assist an executive in doing his job effectively or which reimburse him for expenses incurred in the performance of his functions are not remuneration, while expenditures for his personal benefit or for purposes unrelated to the business of the company would constitute remuneration."
In recent years the SEC's enforcement division has brought several cases against corporate executives for mixing business with pleasure -- and charging the company for both. The SEC statement was issued in response to numerous corporate requests for reporting guidelines.
Perhaps the most notable of the suits was brought last September against financier Victor Posner, who allegedly charged personal expenditures to various corporations he controlled.
The commission ordered Posner to repay $600,000 to these companies for the expenses, which included use of a yacht, personal travel, domestic servants, a suite at the Plaza Hotel in New York, a vacation home in Westhampton, L.I., and a Stutz automobile.
Posner consented to the SEC complaint without admitting or denying the allegations.
The SEC interpretation issued yesterday was presented in a question-and-answer format. While the commission issued a general statement on the subject last summer, an SEC attorney described the latest reort as "the first published document in which the SEC has tried to answer specific questions about perks and remuneration."
A sample of the 47 questions and answers include:
Are expenses incurred by the company for physical examinations of its executives a form of remuneration to the executives? No, said the SEC, unless the examination is given at a resort and a paid vacation is included, the vacation would be compensation to the executive.
For example, at the famous executive clinic at the Greenbrier Hotel in White Sulphur Springs, W. Va., executives frequently combine annual physical examinations and rounds of golf.
Would the use of company-owned or leased apartments, houses, villas, or lodges be a form of reportable remuneration? The SEC, in essence, said that "only the personal usage would result in a form of remuneration."
Are loans to executives a form of compensation Yes, the SEC said, "if the terms of the loan, including the security required and the interest rate charged, are not commercially reasonable as compared with the terms of a loan which the executive might have obtained from a lending institution."