SOURCE: PR Newswire
PORTLAND, Ore., July 24, 2007
Parish & Company strongly opposes the News Corporations (NWS) attempt to
purchase the Dow Jones Corporation (DJ) on anti-trust grounds, not only
due to Rupert Murdoch's existing media holdings and related
controversies, including FOX News and its Iraq coverage, yet also the
potential for abuse due to the related impact on public companies by
numerous hedge and private equity funds.
We rely on three often overlooked institutions: the business media; our
corporate congress as managed by proxy firms; and finally accounting
rules defined by the FASB and SEC.
Business media consolidation clearly presents a major risk to this
system. Some may say, if Berkshire Hathaway's (Brka) Warren Buffett can
own Business Wire in addition to having major stakes in the Washington
Post and the bond rating agency, Moody's, while simultaneously operating
an insurance based conglomerate interacting with all three, then why
can't Murdoch own Dow Jones (DJ)? The reason is simple. This level of
consolidation must stop now, otherwise, we put the overall financial
markets at risk.
Today our corporate congress is dominated by two proxy firms. One such
firm, ISS, is owned by unregulated hedge funds and the other, Glass
Lewis, is owned by a Chinese Bank. This is the equivalent of outsourcing
both the US House and Senate to a foreign nation and Caribbean Island
based private partnerships. In either case, we lose necessary transparency.
At the same time, the SEC has proposed scrapping the FASB accounting
rules and adopting looser untested international accounting standards in
an environment where the once mighty Big 8 Accounting firms have been
reduced to the “Final 4” due to mergers and the failure of Arthur Andersen.
International rules would include allowing technology companies such as
Microsoft (MSFT), Cisco Systems (CSCO) and Intel (INTC) to capitalize
more R&D expenses, thereby boosting profits.
This is exactly what the Japanese did in the 1980's and while many refer
to this period as the Japanese Banking crisis, it was really an
accounting crisis in which the Japanese created assets by capitalizing
expenses and then leveraged loans off these assets which should have
The time has come for the United States to again lead by example and a
good start would be the SEC, DOJ, FTC, IRS, FBI and other agencies
working together to promote competition and disclsoure aimed at
preventing numerous corporate debacles and protecting the integrity of
our free market based system.
This collaboration could begin by discussing the biggest tax loophole in
30 years. One that has received almost no media coverage, that is, the
ability to aggregate tax losses from failing and defunct companies into
a partnership and then merge profitable companies in, to be converted to
tax exempt status for years. This is an unfair competitive advantage and
corruption of our free market system that allows such partnerships to
lower prices from non-payment of taxes, drive more competitive tax
paying companies from the market and later raise prices again.
Parish & Company refers to this practice as hedge and private equity
funds' “secret sauce” when used in conjunction with allocating tax
benefits that can not be used by tax exempt public pensions, the primary
investors in such funds, to the funds' general partners.
Rather than spend energy debating the “Blackstone (BX) Tax,” Congress
should stabilize the corporate tax system with two changes. The first
would require amortizing purchased tax losses over 20 years and the
second would be to make all annual compensation in excess of $10 million
non-deductible to the issuing company, whether the income is wage or
Bill Parish is an independent SEC registered investment advisor based in
Portland, Oregon. Clients maintain accounts at leading discount brokers
including Charles Schwab (SCHW) and TD Ameritrade (AMTD) and his service
includes a written guarantee that no fees are accepted from these or any
investment firms on client assets. Neither Bill nor any client own
positions in the Dow Jones Corporation other than via passively managed
Parish & Company
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Portland, OR 97223
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