More on Carried Interest

I received the following comment on my initial post on carried interest:

One way of framing the carried interest question is to find the policy that preserves
the favored tax treatment in the aggregate. If I hold an index fund, my dividends
are taxed at a 15% rate and my realized long-term capital gains are taxed at a
20% rate. Now suppose I hire you to pick my stock for me. However we tax you,
there should be a consistency so that the aggregate dividends and capital gains
are still taxed in a favored manner.

My way of thinking of this would be the following: Suppose a set of friends get together to buy stock. There are five of them and they each put up 20% of the capital. They do well, and decide that one of them who has been bringing the best advice to the group should become the "general partner" and do most of the work. For that, the other four agree to reduce their share of any portfolio gains from 20% to 18%, so that the fifth partner will get 28%.

Since the aggregate capital gains are still the same, the argument above would imply that the manager/GP in my example should get capital gains taxation on his 28% just like the other four "limited partners."

This is a nice analogy, and analogies are nice for framing the issues and perhaps particularly for thinking about horizontal equity issues (are folks in this situation being treated similarly to folks elsewhere doing essentially the same thing?).

But this argument does not trump, for l return to the issue of economic efficiency -- what activities do we want to favor from an "activity level" point of view? By giving our newly minted General Partner the ability to get capital gains treatment on his larger share of the pie, we are enabling division of labor in investment activities. If we made the GP pay ordinary tax rates on any larger share he was given by his partners, we would reduce the incentives the partners would have to take advantage of comparative advantage and specialization.

Do we want to encourage such division of labor? Well, that is the question -- do we want to encourage the supply of specialized labor into management of private equity and venture capital? Perhaps. Capital gains rates are low after all because we want to encourage long term investments over short term.

The Carried Interest Dilemma

A couple colleagues and I were discussing the "carried interest" issue today. In a nutshell, a private equity firm, and other investment vehicles as well, such as venture capital firms, are organized as a partnership, with limited partners (LPs) providing the cash to invest and the general partner (GP) providing the management (and maybe a little bit of cash). The GP is often compensated in two parts, as memorialized in the phrase "2 plus 20": the GP gets 2% of the assets as a management fee, but they also get 20% of any gains when the investment is closed out.

The controversy is over Federal taxation. Now, the 2% is taxed as ordinary income (high rates!) and the 20% is taxed at capital gains rates (lower). Many folks feel that is unfair, letting these rapacious private equity fellows pay such low taxes on huge capital gains.

Before going too far into this, the right question of course is: what will be the different economic outcomes of different tax policies, and what do we think of those outcomes? Fairness is not foremost in my mind -- incentives, behavior, and outcomes loom larger.

It is not hard to think of analogies where similar compensation is paid. The taxation of those situations is instructive. For analogies, how about employees' grants of stock or stock options? Suppose I give stock to an employee, to create incentives for her to increase value. At the time of the stock grant, my understanding is that the value of the shares at that time is income, taxed at ordinary rates. Any capital gain in the stock would be taxed at capital gains rates, assuming the holding period was long enough. If I give the employee options, there is generally no tax due with the option grant, but when exercised, the difference between strike price and market value is ordinary income, unless the stock obtained through exercise is held for a certain period of time.

Another interesting case to consider would be if I lent money to an employee with the requirement that they use it to buy stock. My guess is that what would be taxable at ordinary rates here would be any difference in the interest rate charged the employee versus market rates. If there was a capital gain on the stock, then those would be taxed at capital gains rates.

This latter situation is close to what is happening with private equity. The GPs are being given an interest free loan to buy 20% of the portfolio. They should certainly pay taxes on that interest free loan.

A paper that comes to this conclusion is: Cunningham and Engler, The Carried Interest Controversy: Let's Not Get Carried Away, 61 Tax L. Rev. 121 (2007-2008).

But there is more than just the interest free loan, as the GPS essentially get to buy the shares at a zero price as well.

The more appropriate analogy seems to be the options one. The GPs are being given a call option on 20% of the portfolio, with a strike price of zero. Following the employee stock option tax policy, the grant of the option is not a taxable event. But when the option is exercised, it would be taxed at ordinary income rates, unless the GP somehow maintained their investment position for a period of time after that.

The idea of not taxing the granting of the option but taxing the gain at ordinary rates seems a nice balancing of our desire to stimulate incentives for creating long term value against the creation of excess incentives to enter one specific industry or profession. The tax advantage is essentially one of deferment of taxes -- no tax liability upon grant of the option, but upon exercise.

I think this solution balances nicely the incentives we want to preserve for investments that create value against giving excess incentives for supplying talent to certain industries.

Apple the Second Largest Company by Equity Value

Many stories have reported that Apple today overtook Microsoft in the market value of its equity.

What is more interesting is that Apple is the second-largest company in the US by market value of equity -- second to Exxon Mobil. See here.

Including debt to get total company, or enterprise value, would change the rankings as Apple has no debt and Microsoft has some. And of course other companies may have a lot more.

But it is still very impressive for a company that was almost dead a little over ten years ago.

I still remember the first Apple I bought...an LC 475. It had something like 4mb of ram -- I had to always play around, shutting off some of the built in system components, to get it to run certain programs. That was the first machine I bought for home use, and I have never bought anything other than an Apple since.

Nuke the BP oil leak?

I think BP is in big trouble, as is the Gulf of Mexico. It is a real tragedy for sure -- the only surprising thing so far is the seemingly small amount of actual damage to wetlands, beaches etc. Perhaps I am not paying enough attention, but the internet is not exactly overwhelmed with pictures and evidence of oil everywhere.

But the stories starting to come out on how BP folks made ill-fated decisions that possibly led to the disaster are scary for the company. Larry Kudlow on CNBC has been railing against BP for days on end...he just referred to them as an enemy of the US. Now that is because of something the company is supposedly doing in Iran, but Kudlow mixes Iran and the Gulf in a pretty vitriolic diatribe against the company.

Then there are these stories about how Russia used tactical nukes to stop blowouts back in the USSR days...supposedly did it five times and it worked four out of the five. Hmmmm...what about that fifth time?

Here is the Russian newspaper story that I guess discusses the use of nukes in blowouts. If you cannot read Russian, try this. Where is Red Adair when we need him?

Cyanobacteria in lakes vs. bacteria in pools

The local vigilantes on my beautiful New Hampshire lake have been spotting and reporting cyanobacteria blooms for two years now. Cyanobacteria are naturally occurring bacterial that do at times give off toxins that can cause harm to mammals. Dogs have been known to become sick, although I am unaware of any confirmed cases of human illness. Last summer I got very concerned when some local researchers reported -- in an unpublished paper that nonetheless got much local press-- a statistical correlation between living close to freshwater lakes and onset of ALS, or Lou Gehrig's disease. I don't know where that research now stands, but in my considered opinion it suffered from serious defects. One of these potential defects was the way cases of ALS were reported. I actually got an email from someone on my lake who said that anyone knowing of ALS cases around our lake should report them to the researchers. Hmmmmm....I wonder if a similar email went out to folks who don't live near a lake?

Anyway, the risk from cyanobacteria is incredibly small, especially if one doesn't swim directly in visible blooms (I like to cite a WHO report that said if you are standing in kneedeep water and cannot see your toes, you probably should not go swimming. Hell, even those of us from the UP would figure that one out!)

But finally, the CDC has come out with a report saying that 1 in 8 public swimming pools pose immediate infection risks.

I always told people who asked about cyanobacteria in my beautiful clean Goose Pond: maybe if you are worried you would prefer to go to the pool at Storrs Pond in Hanover and swim in chlorinated water that a bunch of little kid have....well you don't want to know.

Risks are everywhere.

Is Greece Facing a Liquidity Problem or it it Truly Insolvent?

I imagine that the Jean-Claude Trichet has dealt with more pleasant situations than the one over the weekend.

Last week, Mr. Trichet was broadly quoted as saying that the European Central Bank had not even considered the option of buying European government bonds.

Today, the ECB announced that it would indeed be buying government bonds, but that the Bank did not bow to any pressure in coming to this decision -- see here for a sample of one of the hundreds of stories.

OK, no political pressure but certainly a lot of bond market vigilante pressure!

The issue for the US back in 2008-09 was whether banks were insolvent or illiquid. The line there is a gray one to be sure. I support the lender of last resort stepping in during liquidity crises, which in modern banking systems are inevitable, but not to rescue truly insolvent institutions.

The question then is: is Greece insolvent or just illiquid?

This looks to me like massive monetization of European debt, which will not be good for the Euro. And, unlike the US, much if not most of Europe has very little leeway for additional taxation. The US can solve its debt problems, in the worst case scenario, by increasing taxes, most favorably through a VAT. I am certainly not advocating that we do this; I would prefer to see the pressure kept on to cut spending. But if need be, I think the US could raise several percentage points of GDP through a VAT with very little cost to the economy. I don't think that Greece, or many other European countries, could do that.

Seems to me that insolvency is the more likely situation, and bailing out insolvents cannot be good policy. The only offsetting arguments are that the state of the markets do raise liquidity issues for other countries, if Greece were to be let go.

Tough decision for the ECB.