Politicians Go to These Companies to Get Rich

The appointment of former politicians to large public companies’ boards is regularly called into question. Just recently, following the scandal at Chesapeake Energy (NYSE: CHK) when CEO Aubrey McClendon made investments in drilling projects in which the company was involved, the issue was in the limelight again. Chesapeake, based in Oklahoma, has two powerful politicians on its board — former member of the Senate from Oklahoma, Don Nickles, and former Oklahoma Governor Frank Keating. The company’s board members used the company’s private planes for travel — a perk most governance experts frown on. Perhaps the more salient question is why the two have stayed on the board under the current circumstances. It is equally reasonable to ask why politicians, with their backgrounds unrelated to running big companies, were even appointed to the board.

Read: Politicians Go to These Companies to Get Rich

Many other politicians sit on the boards of America’s largest public companies, and some aspects of their services raise troubling issues. Some are successful lobbyists because of their Washington connections. These firms could work for causes or companies that do not have identical interests to those of the corporations of the boards on which they sit. There are questions about the past ethical behavior of others of these board members. In most cases, the former politicians have no obvious backgrounds to be on public companies’ boards. A final problem is that some have done very well financially because they sit on several boards — another practice many corporate governance experts oppose.

The common thread among the directors on this list is that they have been paid very well in their roles. Most make over a quarter of a million dollars a year. Most also have stock ownerships or grants that add substantially to those payments and are usually in the millions of dollars.

24/7 Wall St. examined the boards of the largest 100 public companies in America based on sales to find politicians who are current and recently past members. To qualify, a person must be a former governor, Senator, or member of the House of Representatives. We scrutinized their past records in elected office , their current jobs, and their qualifications to be public company directors.

Research firm GMI Ratings was critical in supporting us with research for much of our analysis. Securities held by these board members at the corporations they serve include stock ownership, securities that can be acquired, exercisable options and deferred stock units. All data are from the most recent proxies.

This article should provide shareholders of public companies, both institutional and individual ones, with some guidance about why politicians are chosen for boards. It should also tell the extent to which these individuals are qualified, both ethically and in terms of work experience, to effectively do their jobs.

1. Chevron
> Board member: Chuck Hagel
> Board compensation: $301,199
> Director since: 2010
> Primary job: Distinguished Professor at Georgetown University and chairman of think-tank Atlantic Council
> Common stock ownership: 3,046 shares
> Government service: U.S. Senator from Nebraska (1997 to 2009)

From 1997 to 2009 Mr. Hagel served as a U.S. Senator from Nebraska. Hagel makes a strong addition to the Chevron (NYSE: CVX) board because of the time he spent on the Senate Energy and Natural Resources Committee. Hagel was often mentioned as a candidate for the presidency, vice-presidency and Secretary of State position. Hagel is currently on the board of Zurich’s Holding Company of America, the Advisory Boards of Corsair Capital, and the Advisory Board of Deutsche Bank America.

2. General Electric (NYSE: GE)
> Board member: Sam Nunn
> Board compensation: $312,793
> Director since: 1997
> Primary job: Co-chairman and chief executive officer, Nuclear Threat Initiative
> Common stock ownership: GE stock-based: 273,878 shares
> Government service: U.S. Senator from Georgia (1972 to 1997)

Elected member the U.S. Senate in 1972, Nunn served as the chairman and ranking member of the Senate Armed Services Committee and Senate Permanent Subcommittee on Investigations. Retiring from office in 1997, Nunn was rumored to be a potential running mate for both Barack Obama and John Kerry. One of the advantages he would have brought to an election is his considerable knowledge of the Defense Department, its inner workings and procurement methods. Nunn is one of several people who sits on multiple Fortune 500 boards. He has served as a director of the Coca-Cola Company (NYSE: KO), Chevron and Dell (NASDAQ: DELL). Some governance experts would argue this is far too many, given the workload of these jobs.

3. Ford
> Board member: Richard A. Gephardt
> Board compensation: $224,455
> Director since: 2009
> Primary job: Gephardt Government Affairs
> Common stock ownership: 32,346 shares
> Government service: U.S. House of Representative from Missouri (1976 – Jan 2005)

Some governance experts do not think Washington lobbyists should also serve on public companies’ boards. In the U.S. House of Representatives from 1976 until January 2005, Gephardt is now one of the more visible lobbyists in DC. Gephardt’s Government Affairs’ tag line is “Strategy. Access. Results.” The “access” part would make some experts on the role of a board member uncomfortable. Gephardt was named a “top lobbyist” by a division of the Congressional Quarterly. He ran for president in 1988 and 2004.

4. Ford
> Board member: Jon M. Huntsman, Jr.
> Board compensation: New director
> Director since: February 2012
> Primary job: Chairman of the Huntsman Cancer Foundation
> Common stock ownership: 0
> Government service: Governor of Utah (2005 to 2009)

Serving as Governor of Utah for one term, Huntsman was a candidate for president just before he joined the Ford (NYSE: F) board. He was the U.S. Ambassador to China from 2009 to 2011. Huntsman was appointed to the board of Caterpillar (NYSE: CAT) in April, just about the time his run for the presidency ended. Perhaps this was a coincidence.

5. JP Morgan (NYSE: JPM)
> Board member: William H. Gray III
> Board compensation: $266,250
> Director since: 1992, stepped down at last annual meeting
> Primary job: Chairman of government lobbying and advisory firm Gray Global Strategies
> Common stock ownership: 89,061 shares
> Government service: U.S. House of Representative from Pennsylvania (1978 to 1991)

Gray represented Pennsylvania’s 2nd congressional district in the House of Representatives from 1978 until his resignation on September 1991. He was chairman of the House Committee on the Budget and House Majority Whip. Gray’s record as a public company director is less than clean. He was marked as a “Flagged (Problem) Director” by the Corporate Library due to his Visteon responsibilities leading up to the corporation’s bankruptcy. The same organization criticized him for having the largest number of board seats on the most heavily interconnected public companies. Put another way, it is a rebuke in part for the number of board seats he holds.

6. Apple
> Board member: Al Gore
> Board compensation: $260,729
> Director since: 2003
> Primary job: executive chairman of Current TV since 2002, chairman of Generation Investment Management since 2004 and a partner of Kleiner Perkins Caufield & Byers since 2007
> Common stock ownership: 100,971 shares
> Government service: U.S. Vice President (1993 to 2001)

Former vice president and Senator Gore ran for the presidency in 2000. An environmental activist, he was awarded the 2007 Nobel Peace Prize for his work on climate change. Gore’s connections are clearly valuable to Apple (NASDAQ: AAPL), but there is nothing about his past as a politician that makes his relationship with the world’s most valuable public company troubling. Gore could be criticized because the board of Apple was attacked by governance experts for its inability to provide a clear succession plan for Steve Jobs.

7. Pfizer
> Board member: William H. Gray III
> Board compensation: $299,773
> Director since: 2000
> Primary job: Chairman of the government lobbying and advisory firm Gray Global Strategies
> Common stock ownership: 105,476 shares
> Government Service: U.S. House of Representative from Pennsylvania (1978 to 1991)

Gray was a U.S. congressman for 12 years, including his service as Budget Committee Chair and House Majority Whip. He represented Pennsylvania’s 2nd congressional district in the House of Representatives from 1978 until his resignation in September 1991. Gray’s chairmanship of lobbying firm Gray Global Strategies presents a problem. It is fair to ask whether any public company should have a board member who is paid in part to get businesses access to the federal government. Pfizer (NYSE: PFE), like most large pharmaceutical firms, is scrutinized by the federal government, making Gray’s role is even more inappropriate.

8. Dell
> Board member: William H. Gray III
> Board compensation: $300,934
> Director since: 2000
> Primary job: Chairman of the government lobbying and advisory firm Gray Global Strategies
> Common stock ownership: 87,009
> Government service: U.S. House of Representative from Pennsylvania (1978 to 1991)

This is Gray’s third appearance on the list, and his role at Dell is even more troubling than his roles at other companies. Michael Dell entered into a settlement with the SEC for “alleged failure to provide adequate disclosures with respect to the company’s commercial relationship with Intel Corporation prior to Fiscal 2008.” Dell also “agreed to pay a civil monetary penalty of $4 million.” Since one of Gray’s benefits as a director is, according to him, his past roles as a minister and graduate of theology schools, and, therefore, a moral compass, it is odd that he did not resign from the board when Dell was accused and then fined.

9. Prudential
> Board member: Gaston Caperton
> Board compensation: $240,000
> Director since: 2004
> Primary job: President of the College Board since 1999, retires in June 2012
> Common stock ownership: 15,251
> Government service: Governor of West Virginia (1988 to 1996)

Governor of West Virginia from 1988 to 1996, Caperton has been lauded for many years due to his efforts to improve education. He was instrumental in actions to build a large number of new schools in West Virginia and pressed for increases in teacher salaries. Caperton also has been a crusader for wide use of technology to provide improved education tools. Despite how admirable these efforts have been, Caperton does not have a single experience and has not held a single job that would make him an appropriate member for Prudential’s (NYSE: PRU) board.

10. Prudential
> Board member: William H. Gray, III
> Board compensation: $255,000
> Director since: January 2001 (director of Prudential Insurance since September 1991)
> Primary job: Chairman of the government lobbying and advisory firm Gray Global Strategies
> Common stock ownership: 26,824
> Government service: U.S. House of Representative from Pennsylvania (1978 to 1991)

So, Gray sits on yet another board. Among his memberships on all of them he is paid well over $ 1 million a year and has millions of dollars in stock and options. There is no information about what he makes as a lobbyist, but it is fair to assume the sum is extremely high. Gray was a U.S. Congressman for 12 years, including his service as Budget Committee Chair and House Majority Whip. He represented Pennsylvania’s 2nd congressional district in the House of Representatives.

11. Honeywell (NYSE: HON)
> Board member: Judd Gregg
> Board compensation: $401,514
> Director since: 2011
> Primary job: International adviser to the Goldman Sachs
> Common stock ownership: 6,901
> Government service: U.S. Senator from New Hampshire (1993 to 2011)

What is troubling about Gregg’s election to any board is the controversy over his role in TARP and the withdrawal, by him, of his Secretary of Commerce nomination. Among other issues about his Commerce nomination, the AP reported that Gregg “steered taxpayer money to his home state’s redevelopment of a former Air Force base even as he and his brother engaged in real estate deals there.” Gregg’s advisory role with Goldman (NYSE: GS) has been questioned because the investment bank is one of those that received TARP money. Gregg’s public service record is particularly poor for him to be a public company director.

Douglas A. McIntyre and Brian Zajac