Berkshire Hathaway Inc Chairman David Sokol. Photographer: Jonathan Fickies/Bloomberg
April 6 (Bloomberg) -- Alice Schroeder, a Bloomberg News columnist and author of "The Snowball: Warren Buffett and the Business of Life," talks about Berkshire Hathaway Inc. Vice Chairman Charles Munger's investment in Chinese automaker BYD Co. before Berkshire took a stake in the company and former Berkshire manager David Sokol's purchase of Lubrizol Corp. shares before recommending the company as a takeover target to Buffett.
Munger said his family was invested in BYD “for years” before his company took a stake in the automaker and that he disclosed the financial interest to Buffett. Schroeder speaks with Betty Liu, Dominic Chu and Jon Erlichman on Bloomberg Television's "In the Loop." (Source: Bloomberg)
April 6 (Bloomberg) -- Jeffrey Matthews, founder of hedge fund Ram Partners LP and author of "Pilgrimage to Warren Buffett's Omaha," talks about Warren Buffett's management of Berkshire Hathaway Inc. in light of recent disclosures involving two company executives.
Former Manager David Sokol bought 96,060 shares of Lubrizol Corp. in early January before recommending that Berkshire acquire the company, and Vice Chairman Charles Munger said his family was invested in BYD Co. before Berkshire took a stake in the Chinese automaker and that he disclosed the financial interest to Buffett. Matthews speaks with Erik Schatzker on Bloomberg Television's "InsideTrack." (Source: Bloomberg)
David Sokol, who left Berkshire
Hathaway Inc. (BRK/A) after investing in a buyout target, joins departed
manager Joseph Brandon in winning praise from Warren Buffett
after actions that brought scrutiny to a firm where executives
stress the importance of reputation.
Sokol’s contributions to Berkshire were “extraordinary,”
Buffett said when he announced his resignation March 30. Buffett
said in 2009 that Brandon helped in “righting the ship” at
General Re. Brandon left in 2008 after prosecutors named him an
unindicted co-conspirator at a trial where four former General
Re officers were convicted of helping American International
Group Inc. (AIG) deceive investors through a sham transaction. Brandon
wasn’t charged with a crime.
Buffett’s praise of the subordinates doesn’t match his
comments about guarding the firm’s image, said Jeff Matthews,
author of “Pilgrimage to Warren Buffett’s Omaha.” Buffett told
Congress in 1991 that he had given employees of Salomon Inc. a
message after a bond scandal: “Lose money for the firm and I
will be understanding; lose a shred of reputation for the firm,
and I will be ruthless.”
Buffett’s annual meeting and letters to shareholders are
“all about reinforcing the message on upholding Berkshire’s
good reputation,” Matthews said in an e-mail. “This letter
about the Sokol affair does not reinforce the message.” The
contrast is “the biggest head-scratcher,” he said.
Sokol, 54, bought 96,060 Lubrizol Corp. (LZ) shares in January,
less than two weeks before recommending the firm as a target,
Buffett said in a March 30 letter announcing the departure.
Buffett, 80, said doesn’t believe Sokol’s trades were unlawful.
Sokol and Brandon had previously been considered possible
successors to Buffett as CEO of Omaha, Nebraska-based Berkshire.
‘Graceful Exit’
“There’s nothing wrong with a graceful exit,” Charles Elson, director of the University of Delaware’s John L. Weinberg
Center for Corporate Governance, said in an interview. “The
fact that they are leaving says it all.” Buffett didn’t return
a request for comment left with an assistant.
Berkshire announced March 14 it would buy Lubrizol for
about $9 billion, or $135 a share, compared with the closing
price of $105.44 on the New York Stock Exchange in the last
trading day before the announcement. Sokol’s investment may have
given him a profit of about $3 million, according to data
compiled by Bloomberg. Sokol told CNBC last week that he did
nothing wrong related to Lubrizol.
‘Passing Remark’
Sokol had initially made a “passing remark” about owning
stock in the company, and Buffett didn’t then ask about the
extent of his holdings, according to the letter. Buffett found
out specifics of Sokol’s trades “shortly before” leaving for
an Asia trip on March 19, he said in the March 30 document.
Criticizing Sokol, who was also chairman of Berkshire’s
energy business, would have been “a self-indictment” for
Buffett because he was aware of the personal stake before making
the deal with Lubrizol, said Elizabeth Nowicki, a professor at
Tulane University Law School.
Buffett’s policy prohibits covered employees from making
trades based on insider information that “Berkshire has taken
or altered a position in a public company’s securities or that
Berkshire is actively considering such action,” according to a
document on the firm’s website. The Wall Street Journal reported
yesterday on Berkshire’s policies.
The U.S. Securities and Exchange Commission is probing
whether Sokol bought shares in Lubrizol on inside information
that Berkshire was considering buying the company, according to
a person who declined to be identified because the investigation
is secret.
‘Lawyer-Drafted Boilerplate’
Buffett’s reputation for candor, based partly on his annual
letters to shareholders, denied him the option of sidestepping
the specifics that he revealed, said Nowicki, a former attorney
with the SEC.
He “couldn’t just put out your typical lawyer-drafted
boilerplate, cryptic, nonsensical non-statement,” Nowicki said.
“It would have raised more questions than it answered.”
Last year Buffett wrote that Richard Santulli, who was
replaced by Sokol as leader of NetJets after posting losses at
the luxury air-travel business, was the father of the industry
who established “top-of-the-line standards for safety and
service.”
Buffett said in a letter published in 2009 that General Re,
a reinsurance business purchased by Berkshire in 1998, had
suffered from poor underwriting and reserving and that “these
problems were decisively and successfully addressed,” by
Brandon and Tad Montross, who replaced him as CEO of the unit.
Brandon stepped down after a trial centered on contracts
that prosecutors said helped AIG inflate reserves by $500
million in 2000 and 2001. Buffett was unaware that a written
deal had secret side agreements that let AIG book fraudulent
reserves, prosecutors said. The SEC has sent Brandon a letter
stating that the regulator isn’t pursuing any civil claims in
the case, according to two people familiar with the document.
Clarity
The departures of Brandon, 52, and Sokol told investors
more than remarks from Buffett, who showed “grace” in handling
the exits, said Nell Minow, a board member at GovernanceMetrics
International, a corporate governance research company.
“I don’t think there’s any lack of clarity” in the Sokol
remarks, Minow said. Buffett said in his letter that he accepted
the resignation after twice talking Sokol out of leaving before
the Lubrizol talks. “I don’t think anyone needs any more
information,” she said.
Berkshire said in February it has four candidates to
succeed Buffett as CEO, without identifying them. During a trip
to India last month, Buffett said the firm’s directors would
support Ajit Jain, 59, as the company’s next head if the
reinsurance executive decided to seek the post.
“He’s not only excelled at every single task he’s taken on
in insurance, but he’s behaved in a way that’s been totally
honorable,” Buffett said at a news conference in Bangalore on
March 22. “He could have made a lot more money working for
somebody else than working for Berkshire.”
To contact the reporters on this story:
Noah Buhayar in New York at
nbuhayar@bloomberg.net;
Michael J. Moore in New York at
mmoore55@bloomberg.net
To contact the editor responsible for this story:
Dan Kraut at dkraut2@bloomberg.net