Eliot Spitzer Case Essay

Eliot Spitzer, attorney general of New York Investment Protection Bureau, was the leading regulator who changed the way many Wall Street firms do business. What he accomplished was nothing short of extraordinary – he has not only stood up for the investors against Wall Street giants, but he did so in such an aggressive but rightful manner that required much courage and sophistication. Many criticized Spitzer for his overly aggressive indictments and actions against Wall Street firms, which consisted releasing the Merrill Lynch’s incriminating emails on the national television as well as releasing firms’ civil charges to public before the court ruled on the case. However, his rationale behind it was that many Wall Street firms have taken shelters under legal settlements – usually led by SEC or other government regulation agencies – that would withhold the scandalous details of their charges and only require firms to pay some fines. These firms’ reputations would remain intact and the public would not have any awareness of the â€Å"corrupt business models† that many of these firms have been practicing. That is why many firms continue to make fraudulent, deceitful deals that would rip off their clients, and drive up their profitability, knowing that the worst case scenario is them getting caught and having a pay some type of fine to settle the case. Therefore, Spitzer releasing the incriminating details of Wall Street firms to the public, though a bit unorthodox, is fair in my opinion. He did so for a rightful reason – to use the power of publicity to implant fears of committing frauds into Wall Street executives’ minds. He wanted to build a stronger deterrent against Wall Street firms’ ill practices. In addition to that, Spitzer’s actions are also legitimized by a rarely known New York State law called Martin Act. This Act, once invoked by attorney general, can prohibit a firm from continuing its allegedly fraudulent practices. Attorney generals can then immediately expose the situation to the public while continue their investigation and gather more information until they are ready to file suit – which can be civil or criminally – against the firm. The act itself is designed to prevent fraud and deceitful practices. Spitzer used the Martin Act as his strongest vehicles to punish the di shonest Wall Street firms. Of course, no firms are â€Å"corrupt† by nature. Matter in fact, most of the Wall Street firms have Code of Ethics and Control systems in place to prevent their employees to practice fraudulently. However, the main problem is that although these policies are well-written in form, not much effort is spent by the firms to actually implement these policies and codes. For example, Merrill Lynch had policies requiring equities analysts to be totally objective, and yet most of its investment bankers acted as salesperson by manipulating reports on stock to attract and keep clients. Most of the fraudulent transactions were able to take place in these sophisticated, well-built Wall Street firms because these firms lacked strong internal control. The high incentive to generate revenue at all costs, the lack of transparency and information flow, and confusing ethical standard all contributed to the interest-conflicting corporate culture that many Wall Street firms have but refuse to ack nowledge. To have a strong internal control, the utmost important component is the â€Å"tone at the top† – a solid corporate governance. Strong corporate governance leads to a healthy control environment, which can really define the way a company functions and whether employees act on behalf of the best interest of the shareholders and clients. Aside from setting the mission statements, the top management should emphasize and enforce the values in professional integrity and ethical standard. Firms should set up proper Human Resource (HR) policies and training to make sure they have hired the right people who will do the right things. One of the major weaknesses in many Wall Street firms is their compensation structures. Many, if not all, Wall Street employees are rewarded by how much revenue they generate for the firm instead of the quality of service they provide to the customers. That is why investment bankers and stock analysts do not feel bad when they sold â€Å"junk† stocks to unsophisticated buyers as they are receiving multi-million dollars for doing so. Nonetheless, it is this form of distorted incentive that has pressured many to do unethical things even when they did not want to. Henry Blodget of Merrill’s Internal Research Group awarded InfoSpace highest recommended stock rating because Merrill’s Investment Banking (IB) division had an affiliation with an internet company that InfoSpace was going to acquire. He was pressured by the IB division, and eventually cooperated despite disagreeing because he was â€Å"paid to do so†. For â€Å"contributing† to Merrill’s IB operations, Henry’s annual â€Å"guaranteed† minimum cash bonus drastically increased from $3 million in 1999 to $12 million in 2001. HR should make more commitment to employee competence and evaluate them on the basis of the service quality instead of the profit-driven criteria. A better performance evaluation procedure can definitely enforce more ethical behaviors and due diligence within the firms. For many of these fraudulent practices to take place undetected and undeterred, it is clear that Wall Street firms also lacked check and balance. Have they properly enforced segregation of duties, authorization procedure, and documentation, it would make it much harder for these fraudulent transactions to go through. Analysts would review each other’s work to make sure trades are fairly assessed and authorized by the right senior personnel. Documentations are made so it would be easy for the manager to follow and back track the trade. Also more than one group of people would be working on the trade so they can all take responsibility for it if anything goes wrong. With proper check and balance, people would have less leeway to make ill-advised deals to the investors knowing that there are extra sets of eyes watching over them. These internal controls would have detected and prevented fraudulent transactions before they even had a chance to proceed. Wall Street firms would not have to worry about getting caught by the external parties – such as Spitzer’s and his crew – and face charges and public humiliation. In the 60 minute video we watched last class, Henry Markopolous complained about relative lack of action by SEC in moving to stop the Madoff scandal in its tracks. This point was reiterated again in this case as SEC played a rather passive role in the Merrill scandal as well as other fraud investigations Spitzer was involved in. It just seems that because SEC does an enormous number of investigations, it sets the limit of what it can do in terms investigation scope and response time to the fraud. Therefore, it made a strong enforcers like Spitzer even more if an important role for the public investors. Comparing to SEC’s long, formal procedure that requires committee voting to even issue a subpoena, Spitzer’s attorney generals’ office was a much more flexible, agile place where they can file suit with the court to take actions against fraud in a very short period of time. Spitzer’s use of publicity, although triggers criticisms such as â€Å"subverts due process to release undigested investigative files to the media before charges are filed†, was Spitzer’s way to show public the â€Å"shocking betrayal of trust† of some trusted Wall Street firms and allow the public to know what was going on. Given the authority by the Martin Act, Spitzer was able to sue the firms criminally as well, which means death sentence to any corporation. Nonetheless, Spitzer has never done so because his ultimate goal was not to â€Å"kill† the firm, but to rather remove the â€Å"tainted spots† from the firm, whether it is its CEO or any other executive position, so the firms can learn their lesson and become better corporate citizens – a result that ordinary settlements often fail to achieve. Therefore, I would conclude that Eliot Spitzer’s actions regarding Wall Street regulation were appropriate. Despite his sometime s extreme measures, no firms bankrupted and no employees lost their jobs. His greatest accomplishment came when he pushed Wall Street to its greatest reform since the Great Depression. On 2002, SEC, regulators, and the ten largest Wall Street firms agreed in principle to revise firms’ compensation plan to avoid conflicts of interest that have affected the research analysts’ independence and objectivity. The â€Å"Global Settlement† in 2003 has brought Wall Street giants – such as Credit Suisse First Boston, Merrill Lynch, and Salomon Smith Barney – to their knees with fraudulent charges which required a total of $1.4 billion fine to resolve the case. Spitzer has done the right thing to reform the Wall Street into a much more trustworthy business environment that would enhance the wellbeing of both investors and employees. It is clear that who is on the right side. Eliot did the right thing, given this authority by the Martin Act, to show It is a duty of a voter. And he used the authority for a good cause, which pushed Wall Street as SEC, Spitzer, I think Spitzer’s practices are fair because although he has the authority to He never did so because, but to rather allow the firms to learn their lesson –The Wall Street was successfully pushed to a reformation with his effort, and made it The problem with SEC is its conservative approach toward fraudsters. They are slow at reacting to frauds. Has too many investigations SEC has to handle. SEC has a formal procedures requiring the staff to vote from the five-member commission first to issue subpoenas and then to file suit. The enforcement and regulations were separate divisions in SEC: enforcers tended to focus on individual cases of wrongdoing while regulators looked at the overall pictures. Compare to SEC, Spitzer looked at both, and the attorney general’s office was a flexible, agile place where they can file an affidavit with the court at a very short time.