Analysis Of Reasonable Compensation For Unique Companies .

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Analysis of ReasonableCompensation forUnique Companies orUnique Employees#aicpafvc

Speaker BiographyRobert Reilly has been a managing director of Willamette ManagementAssociates for over 20 years. Willamette Management Associatesprovides business valuation, forensic analysis, and financial opinionservices for transaction, financing, taxation, bankruptcy, litigation, andplanning purposes. Robert has testified as an expert witness in federal,state, and international courts on approximately 200 occasions. Roberthas also provided expert testimony in deposition on approximately 200occasions.Robert holds a BA in economics and an MBA in finance, both fromColumbia University. He is a certified public accountant, accredited inbusiness valuation, and certified in financial forensics. He is also achartered financial analyst, chartered global financial accountant,certified management accountant, and certified business appraiser.Robert is a member of the AICPA forensic and valuation servicesexecutive committee (FVSEC).Robert can be reached at (773) 399-4318 or atrfreilly@willamette.com.#aicpafvc

Discussion OutlineReasons to conduct the reasonableness of compensationanalysisAlternative standards to determine reasonableness ofcompensationTwo categories of reasonableness of compensation analysisMultiple factor test analysesIndependent investor test analysesConsiderations in the reasonableness of compensationanalysisMultiple factor test illustrative exampleIndependent investor test illustrative exampleReasonableness of compensation analysis caveatsSummary and conclusion, questions, and discussion#aicpafvc

Reasons to Conduct the Reasonableness ofCompensation AnalysisMore obvious reasons1. Income normalization adjustment—when valuing a controllingownership interest in a business or professional practice2. C corporation – shareholder/employee compensation too highS corporation – shareholder/employee compensation too low3. Family law – too high compensation causes understatedbusiness value– too low compensation causes understated alimonyLess obvious reasons1. Shareholder litigation- shareholder oppression – too high compensation results inunderstated dividends and capital gains- dissenting shareholder appraisal rights – too highcompensation results in understated fair value of stock#aicpafvc

Reasons to Conduct the Reasonableness ofCompensation Analysis (cont.)Less obvious reasons (cont.)2. Tort litigation- breach of fiduciary duty claims- dissipation of corporate assets claims3. Breach of contract ligation- breach of joint venture agreement- breach of partnership agreement4. Not-for-profit entity concerns- private inurement and excess benefits related to excessphysician/executive compensation- Medicare fraud and abuse5. ESOP/ERISA litigation- claims against trustee for allowing excess compensation6. Private equity fund (or other investor) negotiation of the terms of theprivate company investment#aicpafvc

Tax Deduction for Employee/ShareholderCompensationIRC Section 162(a)(1) allows a deduction forcompensation that is “a reasonable allowance forsalaries or other compensation for personal sourcesactually rendered”The four requirements for an employeecompensation deduction described in Regulation1.162-7 are:1.2.3.4.an ordinary and necessary expense,reasonable in amount,based on services actually rendered, andactually paid or incurred by the taxpayer corporation.#aicpafvc

Tax Deduction for Employee/ShareholderCompensation (cont.)According to Regulations 1.162-7 and 1.1032-1, ataxpayer corporation may deduct ashareholder/executive compensation payment thatis based on a percentage formula. The percentageformula may be: a percent of corporation revenue, a percent of corporation earnings, or a percent of some of corporation income measure.However, the formula-based compensationpayments should be: reasonable in amount, based on services actually performed, and paid or incurred in the year in which the deduction is claimed.#aicpafvc

Considerations in theReasonable Compensation AnalysisWhat is meant by reasonable compensation? maximum supportable level of compensationgreater than mean or mediangreater than 75th percentilegreater than 90th, 95th, 98th percentileTie the quantitative analysis into the “story” of theemployee’s performanceDescribe why superior company performance is dueto the employee and not due to: favorable market conditionscompetitors’ failuresintangible assets and intellectual propertybeing in the right place at the right time#aicpafvc

Considerations in theReasonable Compensation Analysis (cont.)What are comparable companies? same SIC codesame size – revenue, profits, assets, equitysame income tax statussame criteria as used to select BV comparable companiesWhen analyzing comparable companies, consider allforms of executive compensation salary and bonusstock and stock optionsuse of company assetsother employee benefitsWhat are “comparable employees” at “comparablecompanies”?#aicpafvc

Considerations in theReasonable Compensation Analysis (cont.)When analyzing comparable executives atcomparable companies, remember that privatecompany executive titles may not be comparable topublic company executive titlesTouch all the bases in whatever multiple factor testthat you selectFor tax-related compensation disputes, considerwhat judicial jurisdictions are available to thetaxpayer#aicpafvc

Additional Factors to Consider in Analysis ofShareholder/Employee CompensationPersonal guarantee for company debtPersonal guarantee for company leasesPersonal guarantee for company contractsAlso serves on board of directorsAlso serves as trustee for company retirement planOften, the last person to be paid salary and/or bonus#aicpafvc

Reasonable Compensation versusOwnership Control AdjustmentsDon’t confuse (or double count) excesscompensation adjustments with other ownershipcontrol normalization adjustments: company paid vacationscompany paid club duesuse of company assets (car, plane, homes)lease of related party assetsphantom employeesdebt to/from the companycompany-paid personal expensesother#aicpafvc

Illustrative Multi-Factor TestJudicial PrecedentMayson Manufacturing Co.178 F.2d 115 (6th Cir. 1949)(factors also included in the Internal Revenue Manual)Elliotts, Inc.716 F.2d 1241 (9th Cir. 1983)Trucks, Inc. v. U.S.588 F. Supp. 638 (D.C. Neb. 1984)Pulsar Components International, Inc.TCM 1996-129#aicpafvc

Illustrative Independent Investor TestJudicial PrecedentExacto Spring Corp. v. Commissioner196 F.3d 833 (7th Cir. 1999)Menard Inc.560 F.3d 620 (7th Cir. 2009)#aicpafvc

Excess Benefit and Private InurementJudicial PrecedentPeople ex rel. Spitzer v. Grasso2006 WL 3016952 (NY sup)NYSE CEOVacco v. Diamandopoulos185 Misc 2d 7294 (NY sup 1998)Adelphi University presidentnon-litigated AG investigation of Harvard University endowmentfund managernon-litigated AG investigation of American University presidentnon-litigated AG investigation of J. Paul Getty Trust presidentnon-litigated IRS investigation of The Nature Conservatorypresidentaudits by IRS, state attorneys general, Office of Inspector General(for healthcare entities), and other regulatory authorities#aicpafvc

Mayson Manufacturing Co. Multi-Factor TestThe eight Mayson multi-factor tests follow:1. the employee’s particular qualifications for the job,2. the nature, scope, and extent of the work actually performedby the employee,3. the size and complexity of the subject business enterprise,4. the economic conditions and background of the industryinvolved,5. the subject company’s dividend history6. comparable salaries paid in the industry,7. the compensation paid to the subject company's otheremployees, and8. the subject employee prior years’ compensation (especially foryears in which the employee was clearly undercompensated).Mayson Manufacturing Co., 178 F.2d 115 (6th Cir. 1949)#aicpafvc

Elliotts and Multi-Pak Multi-Factor TestThe Elliotts, Inc. (and the Multi-Pak Corp.) fivereasonableness of compensation factors follow:1.2.3.4.5.the employee’s role in the subject corporation,an external comparison with other comparable companies,the character and the condition of the subject corporation,any potential conflicts of interest, andthe internal consistency of executive compensation practiceswithin the subject corporation.Elliotts, Inc., 716 F.2d 1241 (9th Cir. 1983)#aicpafvc

The Trucks, Inc. Multi-Factor TestThe Trucks, Inc. v. U.S. multi-factor tests follow:1.2.3.4.5.6.7.employee qualifications and trainingnature, extent, and scope of employee dutiesresponsibilities and number of hours involvedsize and complexity of the subject businessresults of the employee’s effortsprevailing rates for comparable employees in comparable businessesratio of compensation to company growth and net income (measuredbefore salaries and tax)8. absence of usual fringe benefits (pension or profit-sharing plan, stockoptions, etc.), which are available to executives of other companies ofcomparable size9. employee’s responsibility for the company’s inception and/or success10. time of year the compensation was determined and by whom#aicpafvc

The Trucks, Inc. Multi-Factor Test (cont.)The Trucks, Inc. v. U.S. multi-factor tests follow: (cont.)11. correlation between the shareholder/executive compensation andhis/her ownership interest12. the corporation’s dividend history13. prevailing economic conditions14. examination of the financial condition of the subject company afterpaying the compensation15. whether an independent investor would be willing to compensate theshareholder/executive at the amount that he/she was compensatedTrucks, Inc. v. U.S. 588 F.Supp. 638 (D.C. Neb. 1984)#aicpafvc

Pulsar Components International, Inc.Multi-Factor TestsThe Pulsar Components International, Inc. multi-factor tests follow:1.2.3.4.5.6.7.8.9.the employee’s qualificationsthe nature, extent, and scope of the employee’s workthe size and complexities of the employer’s businessa comparison of salaries paid with the employer’s gross and net incomethe prevailing general economic conditionsa comparison of salaries with distributions to officers and retained earningsthe prevailing rates of compensation for comparable positions in comparable concernsthe salary policy of the employer as to all employeesthe compensation paid to the particular employee in previous years the employer’sfinancial condition10. whether the employer and the employee dealt at arm’s-length11. whether the employee guaranteed the employer’s debt12. whether the employer offered a pension plan or profit sharing plan to its employees13. whether the employee was reimbursed by the employer for business expenses thatthe employee paid personallyPulsar Components International, Inc., TCM 1996-129#aicpafvc

General Sources of Executive CompensationSubscription-Based Sources Compdata Surveys, Dolan Technologies, Corp.,www.compdatasurveys.com Compensation.BLR.com, Business & Legal Resources,www.blr.com CompQuest Online, Towers Watson Data Sources,www.twdataservices.com EquilarInsight, Equilar, Inc., www.equilar.com Executive Compensation Assessor, Economic ResearchInstitute, www.erieri.com Kenexa CompAnalyst Executive, Kenexa, Inc.,www.kenexa.com#aicpafvc

General Sources of Executive Compensation(cont.)Free or Inexpensive Sources America’s Career InfoNet, Career One Stop (sponsored by theUS Department of Labor), www.CareerInfoNet.org eStatement Studies, RMA, Inc., tudies Occupational Employment Statistics—Wages by Area andOccupation, Bureau of Labor Statistics, U.S. Department ofLabor, www.bls.gov/oes/ Officer Compensation Data, Integra -data.aspx Salary.com for Business, Salary.com, www.salary.com#aicpafvc

Selected Healthcare Compensation SourcesAAMC Data Book: Medical Schools and Teaching Hospitals by theNumbers, Association of American Medical Colleges, annual.Contains a section on total compensation attributable to teaching,patient care, and research for full-time faculty at accreditedmedical schools.Academic Practice Compensation and Production Survey forFaculty and Management, Medical Group ManagementAssociation, annual. Provides compensation and productivityinformation for full-time equivalent faculty physicians andnonphysician providers and compensation for executives andmiddle managers employed at academic medical centers andteaching hospitals.Hospital Salary & Benefits Report, Hospital & HealthcareCompensation Service, annual. Provides salaries and bonuses for179 hospital positions including management, nursing, therapy,laboratory, radiological, rehabilitation, dietary, pharmacy,technical, and clerical.#aicpafvc

Selected Healthcare Compensation Sources(cont.)Management Compensation Survey, Medical Group ManagementAssociation, annual. Provides annual compensation and benefitinformaitn for physician executives, executive management,senior management, general management, specialists, andsupervisors within a medical group practice environment.Medical Group Compensation and Financial Survey, AmericanMedical Group Association, annual. Provides compensation andproductivity data for various medical specialties for physicians,nonphysician providers, and administrative staff.MGMA Physician Compensation and Production Survey, MedicalGroup Management Association, annual. Provides ranges ofcompensation and productivity for both full-time equivalentphysicians and nonphysician providers.Physician Salary & Benefits Report, Hospital & HealthcareCompensation Service, annual. Provides total compensation forstaff physicians in medical practices and at hospitals.#aicpafvc

Illustrative Example of ERIExecutive Compensation AssessorIllustrative fact set: Pharmaceutical company CEOIndustry SIC or NAICS code: SIC code 2830Area: Chicago, IllinoisOrganization size (revenue): 4,000,000,000Planning date (can be historical): current datePosition: CEOIt is possible to select the mean or median. Thepercentiles can also be changed. The lowestpercentile is 10% and the highest percentile is 90%.#aicpafvc

ERI DataExample#aicpafvc

ERI DataExample (cont.)#aicpafvc

ERI DataExample (cont.)#aicpafvc

Illustrative Presentation to theAlpha Institute of Medical ResearchCompensation CommitteeOctober 1, 2012Reasonableness of the Amount ofCompensation Paid to Certain SeniorExecutives#aicpafvc

Reasonableness of Executive CompensationAnalysis – Objective of the AnalysisWe performed an economic analysis to conclude the reasonable ofexecutive compensation paid to certain executives by the AlphaInstitute of Medical Research (“Alpha”).We analyzed the level of compensation paid to the followingexecutives: Benjamin Beta (“Mr. Beta”) is the Alpha chief executive officer andchairman of the board. This role is his primary responsibility. Gary Gamma, M.D. (“Dr. Gamma”) is the Alpha president and chiefoperating officer. This role is his primary responsibility. He is alsoresponsible for, and has full authority and control of, the Alpha discoveryand development operations. David Delta (“Mr. Delta”) is the Alpha executive vice president and chieffinancial officer. This is his primary responsibility. Edward Epsilon, Esq. (“Mr. Epsilon”) is the Alpha chief legal officer. Thisrole is his primary responsibility. Zachariah Zeta, Ph.D. (“Dr. Zeta) is the Alpha scientific director. This roleis his primary responsibility.#aicpafvc

Reasonableness of Executive CompensationAnalysis – Purpose of the AnalysisTax-exempt organizations, as defined in Internal RevenueCode Section 501(c)(3), are prohibited from providingprivate inurement (that is, giving excess benefits to privateindividuals). Section 4958 defines an excess benefittransaction as “any transaction in which an economicbenefit is provided by an applicable tax-exemptorganization directly or indirectly to or for the use of anydisqualified person if the value of the economic benefitprovided exceeds the value of the consideration (includingthe performance of services) received for providing suchbenefit.”#aicpafvc

Reasonableness of Executive CompensationAnalysis – Purpose of the Analysis (cont.)Prohibited transactions for tax-exempt organizations, asdefined in Section 503, include payment of compensation“in excess of a reasonable allowance for salaries or othercompensation for personal services actually rendered.”For for-profit organizations, reasonable compensation isdefined as “such amount as would ordinarily be paid forlike services by like enterprises under like circumstances”as described in Regulation 1.162-7 (b) (3).For purposes of this analysis, we define reasonablecompensation as the amount that would ordinarily be paidfor like services by like enterprises under likecircumstances, not exceeding the value of the personalservices rendered.#aicpafvc

Reasonableness of Executive CompensationAnalysis – Framework and Relevant FactorsThe Internal Revenue Manual lists the factors that theService considers in its determination of thereasonableness of executive compensation, for both forprofit entities and not-for-profit entities.The Internal Revenue Manual factors are often referred toas the Mayson factors, because they were first listed inMayson Mfg. Co. v. Commissioner, 178 F.2d 115, 119 (6thCir. 1949).#aicpafvc

Reasonableness of Executive CompensationAnalysis – Framework and Relevant Factors(cont.)In Mayson, the Court of Appeals identified the following eight factors thatshould be considered with respect to the reasonableness of compensation:1.2.3.4.5.6.the employee's particular qualifications,the nature, extent, and scope of the employee's work,the size and complexities of the business,the prevailing general economic conditions,comparison of salaries with distributions to stockholders,the prevailing rates of compensation for comparable positions in comparableconcerns,7. the salary policy of the taxpayer as to all employees, and8. in the case of small corporations with a limited number of officers, the amountof compensation paid to the particular employee in previous years.Although the Mayson decision examined whether executive compensationshould be tax deductible by a for-profit corporation, most of these factorsare relevant to the reasonableness of compensation for other purposes.#aicpafvc

Reasonableness of Executive CompensationAnalysis – Three Benchmark AnalysesAnalysts typically use the following three benchmark analyses toestimate reasonable compensation for not-for-profit entity executives: a salary survey analysis, a proxy statement analysis, and a financial ratio analysis.Salary Survey Analysis First, we estimated a range of reasonable compensation for each executive byreference to published executive compensation survey data. We relied on thefollowing two executive compensation references:- Economic Research Institute (ERI)- Towers Watson Data Services However, the two identified references do not include any non-cash compensation,such as awards of stock or stock options. In order to provide a compensation package that is competitive with whatexecutives could earn at for-profit organizations, Alpha may have to offer higherlevels of cash compensation.#aicpafvc

Reasonableness of Executive CompensationAnalysis – Three Benchmark Analyses (cont.)Proxy Statement Analysis Second, we performed an analysis of compensation, including thevalue of stock awards and stock options granted, paid by publiccompanies in health-related industries. These compensation amountsare reported on proxy statements or other SEC documents.Financial Ratio Analysis Third, we calculated the ratios of (1) total officer/directorcompensation to year end fund balance and (2) total officer/directorcompensation to beginning of year total assets for not-for-profit healthrelated and medical organizations. We applied these ratios to the Alphafund balance and the Alpha total assets.#aicpafvc

Reasonableness of Executive CompensationAnalysis – Three Benchmark Analyses (cont.)Financial Ratio Analysis (cont.) Next, we subtracted the compensation paid to the Alpha officers/directorsother than each subject executive in order to estimate the reasonableness ofthe compensation paid to each executive. This analysis estimated the amount of compensation that would be“available” to pay to each executive while keeping the total amount ofofficer/director compensation within a reasonable range.We did not assign specific weight to the third analysis in our finalconclusion.The financial ratio analysis confirmed that the amount ofcompensation concluded from (1) the salary surveys and (2) thepublic company proxy statements fell within a reasonable range.#aicpafvc

Salary Survey Analysis – Benjamin BetaERI Executive Compensation Assessor for Chairman of the Board and Chief Executive OfficerIndustry DescriptionTowers Watson Compensation Regression Analysis for Chief Executive mpensationCompensationCompensation Industry CompensationCompensationCompensation 9,542All Organizations (excluding financial eneral Medical and Surgical igh Medical 42Health ch, Development, and ineering 516General Medical and Surgical ll Organizations (excluding financial edical 70High Research, Development, and lth ering 9001,561,682General Medical and Surgical Hospitals1,000,000,000955,8881,352,021Medical All Organizations (excluding financial esearch, Development, and h Health ineering neral Medical and Surgical al search, Development, and Testing500,000,000897,3821,225,8831,399,748All Organizations (excluding financial services)500,000,000923,0291,355,2431,630,531High th ing cated Range of Reasonable Annual Compensation LevelsRange of AnnualCompensation [a]Salary Survey AnalysisERI Executive Compensation AssessorTowers Watson Regression AnalysisLowHighAverage 61#aicpafvc

Proxy Statement Analysis – Benjamin BetaNumber ofGuidelineCompaniesMedianCompensation Total Compensation Excluding Stock ompenCompenCompensationsationsation AverageCompensation Companies with 3.5 Billion in Assets - 10 Billion in 96850.0%1,893,767Companies with 800 Million in Assets - 3.5 Billion in 74082.6%3,107,879Companies with 500 Million in Assets - 800 Million in 645.5%813,173Guideline Company SizeExecutivesReceivingOptionAwards%Indicated Range of Reasonable Annual Compensation [a]Type of CompensationCompensation Excluding Stock Options, Median - 84th PercentileLow 2,911,174High 5,934,264Average 4,422,719Zero to Average Option AwardsTotal Annual 976,658Footnote:[a] Using guideline companies with 800 million in assets to 3.5 billion in assets. This range of asset size represents approximately 50 percent to 200 percent of the 9/30/2012 total asset size of Alpha.#aicpafvcAverageValue ofOptionAwards

Supplemental Financial Ratio Analysis:Benjamin BetaASSET BALANCE FROM 800,000,000 TO 3,500,000,000NATIONAL CENTER FOR CHARITABLE STATISTICS - FORM 990 CORE FILESANNUAL COMPENSATION AS A PERCENT OF TOTAL ASSETSTotal AssetsCompensationCompensationat Beginningof Officers/as a % ofof YearDirectors Total AssetsName of Organization3,224,691,848200,247NORTHWESTERN MEMORIAL HOSPITAL0.006%3,023,233,1409,433,421TRINITY HEALTH-MICHIGAN0.312%2,958,848,1118,230,168SISTERS OF ST FRANCIS HEALTH SERVICES INC0.278%2,950,889,94810,426,468PARTNERS HEALTHCARE SYSTEM INC0.353%2,930,050,2974,879,958DUKE UNIVERSITY HEALTH SYSTEM INC0.167%2,775,777,1684,297,831TEXAS CHILDRENS HOSPITAL0.155%2,736,974,95312,844,548CATHOLIC HEALTHCARE PARTNERS0.469%2,727,541,03311,420,955ALLINA HEALTH SYSTEM0.419%2,694,067,00012,251,000UNIVERSITY HOSPITALS HEALTH SYSTEM INC0.455%2,578,396,03012,950,331CEDARS-SINAI MEDICAL CENTER0.502%.800,504,6834,337,604RADY CHILDRENS HOSPITAL-SAN DIEGO0.542%Median Total Compensation as a % of Total Assets0.465%25th Percentile Total Compensation as a % of Total Assets0.248%75th Percentile Total Compensation as a % of Total Assets0.668%84th Percentile Total Compensation as a % of Total Assets0.841%#aicpafvc

Supplemental Financial Ratio Analysis:Benjamin Beta (cont.)FUND BALANCE FROM 600,000,000 TO 2,500,000,000NATIONAL CENTER FOR CHARITABLE STATISTICS - FORM 990 CORE FILESANNUAL COMPENSATION AS A PERCENT OF FUND BALANCEFundCompensationBalance atof Officers/as a % ofEnd of YearDirectorsFund Balance 2,038,637,976CompensationName of Organization%4,297,831TEXAS CHILDRENS HOSPITAL0.211%1,907,013,4132,608,082ST JUDE CHILDRENS RESEARCH HOSPITAL ,4211,757,202,00011,307,000MEMORIAL SLOAN-KETTERING CANCER CENTER0.643%1,727,020,1438,230,168SISTERS OF ST FRANCIS HEALTH SERVICES INC0.477%1,722,056,0006,586,000UNIVERSITY HOSPITALS HEALTH SYSTEM INC0.382%1,715,855,8182,687,081AMERICAN LEBANESE SYRIAN ASSOC CHAR INC0.157%1,687,332,40217,827,571SUTTER HEALTH1.057%1,674,141,10018,239,413BANNER HEALTH1.089%600,660,854458,146ADVOCATE HEALTH AND HOSPITALS CORPORATION1.360%TRINITY HEALTH-MICHIGAN0.515%.TOLEDO HOSPITAL0.076%Median Total Compensation as a % of Fund Balance0.588%25th Percentile Total Compensation as a % of Fund Balance0.351%75th Percentile Total Compensation as a % of Fund Balance0.994%84th Percentile Total Compensation as a % of Fund Balance1.325%#aicpafvc

Reasonable Compensation Conclusion –Benjamin BetaIndicated Range of Reasonable CompensationBenjamin Beta Compensation AnalysisLowHighAverage Salary Survey AnalysisERI Executive Compensation AssessorTowers Watson Regression 339,093,190Proxy Statement AnalysisTotal Compensation Excluding Stock OptionsZero to Average Value of Option AwardsTotal Annual CompensationFinancial Ratio AnalysisTotal Officer Compensation as a Percent of Fund Balance/Total AssetsConclusion (range of midpoints, excluding the financial ratio analysis)Indicated Total Compensation for Alpha Chairman and CEOBenjamin Beta Range of Reasonable CompensationLowHigh 1,631,7025,976,658#aicpafvc

Supplemental Comparable EmployeeAnalysis: Benjamin ameHoward Hughes Medical Inst it ut eMemorial Sloan-Ket t ering Cancer Cent er [a]Memorial Sloan-Ket t ering Cancer Cent er [a]T he Cleveland Clinic Foundat ionMayo ClinicP art ners Healt hCare Syst ems Inc.P art ners Healt hCare Syst ems Inc.Children's Hospit al Corporat ion (Bost on)Cedars-Sinai Medical Cent erSt . Jude Children's Research Hospit al Inc.Johns Hopkins Hospit alBaylor Healt h Care Syst emT he Scripps Research Inst itut eBeckman Research Inst it ut e of t he Cit y of HopFred Hut chinson Cancer Research Cent erNumber 10,26611,8204,02510,7262,3432,8619723,074Fund BalanceT ot al Asset 9853,349,460,5522,440,966,5472,375,941,191Robert T ijan, P hDHarold Varmus, MDCraig T hompson, MDDelos M. CosgroveJohn M. Nosewort hyJames J Mongan, MD, MBAGary Got t lieb, MD, MBAJames Mandell, MDT homas M. P riselacW illiam E. EvansRonald R. P et ersonP residentP resident & CEO, Board Member MSK, MEM, SKIP resident & CEO, Board Member MSK, MEM, SKIP resident & CEOCEO & P residentP resident & CEO/T rust eeP resident & CEO/T rust eeCEO/Noncomp T rust eeP resident /CEODirect or and CEOP 090Joel AllisonRichard A. Lerner, MDMichael A Friedman, MDLeland H. Hart wellP resident /CEO/T rust eeP resident , CEOP resident and CEOP resident & Direct 3,649555,798,

8. the salary policy of the employer as to all employees . Kenexa CompAnalyst Executive, Kenexa, Inc., www.kenexa.com. #aicpafvc . Academic Practice Compensation and Production Survey for Faculty and Management, Medical Group Management As

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