“The mystery of the world is the visible, not the invisible.”

                                                                    Oscar Wilde

This has been an interesting month in the world of mutual funds and fund managers. First we have Charles D. Ellis, CFA with another landmark (and land mine) article in the Financial Analysts Journal entitled “The Rise and Fall of Performance Investing.” For some years now, starting with his magnum opus for institutional investors entitled “Winning the Loser’s Game,” Ellis has been arguing that institutional (and individual) investors would be better served by using passive index funds for their investments, rather than hiring active managers who tend to underperform the index funds. By way of disclosure, Mr. Ellis founded Greenwich Associates and made his fortune selling services to those active managers that he now writes about with the zeal of a convert.

Nonetheless the numbers he presents are fairly compelling, and for that reason difficult to accept. I am reminded of one of my former banking colleagues who was always looking for the pony that he was convinced was hidden underneath the manure in the room. I can see the results of this thinking by scanning some of the discussions on the Mutual Fund Observer bulletin board. Many of those discussions seem more attuned with how smart or lucky one was to invest with a particular manager before his or her fund closed, rather than how the investment has actually performed. And I am not talking about the performance numbers put out by the fund companies, which are artificial results for artificial investors. No, I’m talking about the real results obtained by putting the moneys invested and time periods into one’s HP12C calculator to figure out the returns. Most people really do not want to know those numbers, otherwise they become forced to think about Senator Warren’s argument that “the game is rigged.”

Ellis however makes a point that he has made before and that I have covered before. However I feel it is so important that it is worth noting again. Most mutual fund advertising or descriptions involving fees consist of one word and a number. The fee is “only” 1% (or less for most institutional investors). The problem is that that is a phrase worthy of Don Draper, as the 1% is related to the assets the investor has given to the fund company. Yet the investor already owns the assets. What is being promised then? The answer is returns. And if one accepts the Ibbotson return histories for large cap common stocks in the U.S. as running at 8 – 10% per year over a fifty-year period, we are talking about a fee running from 10 – 12.5% a year based on returns. 

Taking this concept one step further Ellis suggests what you really should be looking at in assessing fees are the “incremental fee as a percentage of incremental returns after adjusting for risk.” And using those criteria, we would see something very different given that most active investment managers are underperforming their benchmark indices, namely that the incremental fees are above 100% Ellis goes on to raise a number of points in his article. I would like to focus on just one of them for the remainder of this commentary. One of Ellis’ central questions is “When will our clients decide that continuing to take all the risks and pay all the costs of striving to beat the market with so little success is no longer a good deal for them?”

My assessment is that we have finally hit the tipping point, and things are moving inexorably in that direction. Two weeks ago roughly, it was announced that Vanguard now has more than $3 trillion worth of assets, much of it in passive products. Jason Zweig recently wrote an article for The Wall Street Journal suggesting that the group of fund and portfolio managers in their 30’s and 40’s should start thinking about alternative careers, possibly as financial planners giving asset allocation advice to clients. The Financial Times suggests in an article detailing the relationship between Bill Gross at PIMCO and the analyst that covered him at Morningstar that they had become too close. The argument there was that Morningstar analysts had become co-opted by the fund industry to write soft criticism in return for continued access to managers. My own observational experience with Morningstar was that their mutual fund analysts had been top shelf when they were interviewing me and both independent and objective. I can’t speak now as to whether the hiring and retention criteria have changed. 

My own anecdotal observations are limited to things I see happening in Chicago. My conclusion is that the senior managers at most of the Chicago money management firms are moving as fast as they can to suck as much money out of their businesses as quickly as possible. In some respects, it has become a variation on musical chairs and that group hears the music slowing. So you will see lots of money in bonus payments. Sustainability of the business will be talked about, especially as a sop to absentee owners, but the businesses will be under-invested in, especially with regard to personnel. What do I base that on? Well, at one firm, what I will call the boys from Winnetka and Lake Forest, I was told every client meeting now starts with questions about fees. Not performance, but fees are what is primary in the client minds. The person who said this indicated he is fighting a constant battle to see that his analyst pool is being paid commensurate with the market notwithstanding an assumption by senior management that the talent is fungible and could easily be replaced at lower prices. At another firm, it is a question of preserving the “collegiality” of the fund group’s trustees when they are adding new board members. As one executive said to me about an election, “Thank God they had two  candidates and picked the less problematic one in terms of our business and causing fee issues for us.”

The investment management business, especially the mutual fund business, is a wonderful business with superb returns. But to use Mr. Ellis’ phrase, is it anything more now than a “crass commercial business?” How the industry behaves going forward will offer us a clue. Unfortunately, knowing as many of the players as well as I do leads me to conclude that greed will continue to be the primary motivator. Change will not occur until it is forced upon the industry.

I will leave you with a scene from a wonderful movie, The Freshman (with Marlon Brando and Matthew Broderick) to ponder.

“This is an ugly word, this scam.  This is business, and if you want to be in business, this is what you do.”

                               Carmine Sabatini as played by Marlon Brandon

“The genius of you Americans is that you never make clear-cut stupid moves, only complicated stupid moves which make us wonder at the possibility that there may be something to them which we are missing.”

                Gamal Abdel Nasser

Some fifteen to twenty-odd years ago, before Paine Webber was acquired by UBS Financial Services, it had a superb annual conference. It was their quantitative investment conference usually held in Boston in early December. What was notable about it was that the attendees were the practitioners of what fundamental investors back then considered the black arts, namely the quants (quantitative investors) from shops like Acadian, Batterymarch, Fidelity, Numeric, and many of the other quant or quasi-quant shops. I made a point of attending, not because I thought of myself as a quant, but rather because I saw that an increasing amount of money was being managed in this fashion. WHAT I DID NOT KNOW COULD HURT BOTH ME AND MY INVESTORS.

One of the things you quickly learned about quantitative methods was that their factor-based models for screening stocks and industries, and then constructing portfolios, worked until they did not work. That is, inefficiencies that were discovered could be exploited until others noticed the same inefficiencies and adjusted their models accordingly. The beauty of this conference was that you had papers and presentations from the California Technology, MIT, and other computer geeks who had gone into the investment world. They would discuss what they had been working on and back-testing (seeing how things would have turned out). This usually gave you a pretty good snapshot of how they would be investing going forward. If nothing else, it helped you to know when you might want to step out of the way to keep from being run-over. It was certainly helpful to me in 1994. 

In late 2006, I was in New York at a financial markets presentation hosted by the Santa Fe Institute and Bill Miller of Legg Mason. It was my follow-on substitute for the Paine Webber conference. The speakers included people like Andrew Lo, who is both a brilliant scientist at MIT and the chief scientific officer of the Alpha Simplex Group. One of the other people I chanced to hear that day was Dan Mathisson of Credit Suisse, who was one of the early pioneers and fathers of algorithmic trading. In New York then on the stock exchanges people were seeing change not incrementally, but on a daily basis. The floor trading and market maker jobs which had been handed down in families from generation to generation (go to Fordham or NYU, get your degree, and come into the family business) were under siege, as things went electronic (anyone who has studied innovation in technology and the markets knows that the Canadians, as with air traffic control systems, beat us by many years in this regard). And then I returned to Illinois, where allegedly the Flat Earth Society was founded and still held sway. One of the more memorable quotes which I will take with me forever is this. “Trying to understand algorithmic trading is a waste of time as it will never amount to more than ten per cent of volume on the exchanges. One will get better execution by having” fill-in-the blank “execute your trade on the floor.” Exit, stage right.

Flash forward to 2014. Michael Lewis has written and published his book, Flash Boys. I have to confess that I purchased this book and then let it sit on my reading pile for a few months, thinking that I already understood what it was about. I got to it sitting in a hotel room in Switzerland in June, thinking it would put me to sleep in a different time zone. I learned very quickly that I did not know what it was about. Hours later, I was two-thirds finished with it and fascinated. And beyond the fascination, I had seen what Lewis talked about happen many times in the process of reviewing trade executions.

If you think that knowing something about algorithmic trading, black pools, and the elimination of floor traders by banks of servers and trading stations prepares you for what you learn in Lewis’ book, you are wrong. Think about your home internet service. Think about the difference in speeds that you see in going from copper to fiber optic cable (if you can actually get it run into your home). While much of the discussion in the book is about front-running of customer trades, more is about having access to the right equipment as well as the proximity of that equipment to a stock exchange’s computer servers. And it is also about how customer trades are often routed to exchanges that are not advantageous to the customer in terms of ultimate execution cost. 

Now, a discussion of front running will probably cause most eyes to glaze over. Perhaps a better way to think about what is going on is to use the term “skimming” as it might apply for instance, to someone being able to program a bank’s computers to take a few fractions of a cent from every transaction of a particular nature. And this skimming goes on, day in and day out, so that over a year’s time, we are talking about those fractions of cents adding up to millions of dollars.

Let’s talk about a company, Bitzko Kielbasa Company, which is a company that trades on average 500,000 shares a day. You want to sell 20,000 shares of Bitzko. The trading screen shows that the current market is $99.50 bid for 20,000 shares. You tell the trader to hit the bid and execute the sale at $99.50. He types in the order on his machine, hits sell, and you sell 100 shares of Bitzko at $99.50. The bid now drops to $99.40 for 1,000 shares. When you ask what happened, the answer is, “the bid wasn’t real and it went away.” What you learn from Lewis’ book is that as the trade was being entered, before the send/execute button was pressed, other firms could read your transaction and thus manipulate the market in that security. You end up selling your Bitzko at an average price well under the original price at which you thought you could execute.

So, how is it that no one has been held accountable for this yet? I don’t know, although there seem to be a lot of investigations ongoing. You also learn that a lot here has to do with order flow, or to what exchange a sell-side firm gets to direct your order for execution. The tragi-comic aspect of this is that mutual fund trustees spend a lot of time looking at trading evaluations as to whether best execution took place. The reality is that they have absolutely no idea on whether they got best execution because the whole thing was based on a false premise from the get-go. And the consultant’s trading execution reports reflect none of that.

Who has the fiduciary obligation? Many different parties, all of whom seem to hope that if they say nothing, the finger will not get pointed at them. The other side of the question is, you are executing trades on behalf of your client, individual or institutional, and you know which firms are doing this. Do you still keep doing business with them? The answer appears to be yes, because it is more important to YOUR business than to act in the best interests of your clients. Is there not a fiduciary obligation here as well? Yes.

I would like to think that there will be a day of reckoning coming. That said, it is not an easy area to understand or explain. In most sell-side firms, the only ones who really understood what was going on were the computer geeks. All that management and the marketers understood was that they were making a lot of money, but could not explain how. All that the buy-side firms understood was that they and their customers were being disadvantaged, but by how much was another question.

As an investor, how do you keep from being exploited? The best indicators as usual are fees, expenses, and investment turnover. Some firms have trading strategies tied to executing trades only when a set buy or sell price is triggered. Batterymarch was one of the forerunners here. Dimensional Fund Advisors follows a similar strategy today. Given low turnover in most indexing strategies, that is another way to limit the degree of hurt. Failing that, you probably need to resign yourself to paying hidden tolls, especially as a purchaser or seller of individual securities. Given that, being a long-term investor makes a good bit of sense. I will close by saying that I strongly suggest Michael Lewis’ book as must-reading. It makes you wonder how an industry got to the point where it has become so hard for so many to not see the difference between right and wrong.

“Finance is the art of passing currency from hand to hand until it finally disappears.”

                                                  Robert Sarnoff

A friend of mine, a financial services reporter for many years, spoke to me one time about the problem of “feeding the beast.”  With a weekly deadline requirement to come up with a story that would make the editors up the chain happy and provide something informative to the readers, it was on more than one occasion a struggle to keep from repeating one’s self and avoid going through the motions.  Writing about mutual funds and the investment management business regularly presents the same problems for me.  Truth often becomes stranger than fiction, and many readers, otherwise discerning rational people, refuse to accept that the reality is much different than their perception.  The analogy I think of is the baseball homerun hitter, who through a combination of performance enhancing chemicals and performance enhancing bats, breaks records (but really doesn’t). 

So let’s go back for a moment to the headline issue.  One of my favorite “Shoe” cartoons had the big bird sitting in the easy chair, groggily waking up to hear the break-in news announcement “Russian tanks roll down Park Avenue – more at 11.”  The equivalent in the fund world would be “Famous Fund Manager says nothing fits his investment parameters so he is sending the money back.”  There is not a lot of likelihood that you will see that happening, even though I know it is a concern of both portfolio managers and analysts this year, for similar reasons but with different motivations.  In the end however it all comes back to job security, about which both John Bogle and Charlie Ellis have written, rather than a fiduciary obligation to your investors. 

David Snowball and I interviewed a number of money managers a few months ago.  All of them were doing start-ups.  They had generally left established organizations, consistently it seemed because they wanted to do things their own way.  This often meant putting the clients first rather than the financial interests of a parent company or the senior partners.  The thing that resonated the most with me was a comment from David Marcus at Evermore Global, who said that if you were going to set up a mutual fund, set up one that was different than what was available in the market place.  Don’t just set up another large cap value fund or another global value fund.  Great advice but advice that is rarely followed it seems. 

If you want to have some fun, take a look at:

•  an S&P 500 Index Fund’s top ten holdings vs.
•  the top ten holdings at a quantitative run large cap value fund (probably one hundred stocks rather than five hundred, and thirty to sixty basis points in fees as opposed to five at the index fund) vs.
•  the top ten holdings at a diversified actively managed large cap value fund (probably sixty stocks and eighty basis points in fees) vs.
•  a non-diversified concentrated value fund (less than twenty holdings, probably one hundred basis points in fees).

Look at the holdings, look at the long-term performance (five years and up), and look at the fees, and draw your own conclusions.  My suspicion is that you will find a lot of portfolio overlap, with the exception of the non-diversified concentrated fund.  My other suspicion is that the non-diversified concentrated fund will show outlier returns (either much better or much worse).  The fees should be much higher, but in this instance, the question you should be paying attention to is whether they are worth it.  I realize this will shock many, but this is one of the few instances where I think they are justified if there is sustained outperformance.

Now I realize that some of you think that the question of fees has become an obsession with me, my version of Cato the Elder saying at every meeting of the Roman Senate, “Carthage must be destroyed.”  But the question of fees is one that is consistently under appreciated by mutual fund investors, if for no other reason that they do not see the fees.  In fact, if you were to take a poll of many otherwise sophisticated investors, they would tell you that they are not being charged fees on their mutual fund investment.  And yet, high fees without a differentiated portfolio does more to degrade performance over time than almost anything else.

John Templeton once said that if your portfolio looks like everyone else’s, your returns also will look the same.  The great (and I truly mean great) value investor Howard Marks of Oaktree Capital puts it somewhat differently but equally succinctly.  Here I am paraphrasing but, if you want to make outsized returns than you have to construct a portfolio that is different than that held by most other investors.  Sounds easy right?

But think about it.  In large investment organizations, unconventional behavior is generally not rewarded.  If anything, the distinction between the investors and the consultant intermediaries increasingly becomes blurred in terms of who really is the client to whom the fiduciary obligation is owed.  Unconventional thinking loses out to job security.  It may be sugar coated in terms of the wording you hear, with all the wonderful catch phrases about increased diversification, focus on generating a higher alpha with less beta, avoiding dispersion of investment results across accounts, etc., etc.  But the reality is that if 90% of the client assets were invested in an idea that went to zero or the equivalent of zero and 10% of them did not because the idea was avoided by some portfolio managers, the ongoing discussion in that organization will not be about lessons learned relative to the investment mistake.  Rather it will be about the management and organizational problems caused by the 10% managers not being “team players.” 

The motto of the Special Air Service in Great Britain is, “Who dares, wins.”  And once you spend some time around those people, you understand that the organization did not mold that behavior into them, but rather they were born with it and found the right place where they could use those talents (and the organization gave them a home).  Superior long-term investment performance requires similar willingness to assess and take risks, and to be different than the consensus.  It requires a willingness to be different, and a willingness to be uncomfortable with your investments.  That requires both a certain type of portfolio manager, as well as a certain type of investor.

I have written before about some of the post-2008 changes we have seen in portfolio management behavior, such as limiting position sizes to a certain number of days trading volume, and increasing the number of securities held in a portfolio (sixty really is not concentrated, no matter what the propaganda from marketing says).  But by the same token, many investors will not be comfortable with a very different portfolio.  They will also not be comfortable investing when the market is declining.  And they will definitely not be comfortable with short-term underperformance by a manager, even when the long-term record trashes the indices. 

From that perspective, I again say that if you as an investor can’t sleep at night with funds off the beaten path or if you don’t want to do the work to monitor funds off the beaten path, then focus your attention on asset-allocation, risk and time horizon, and construct a portfolio of low-cost index funds. 

At least you will sleep at night knowing that over time you will earn market returns.  But if you know yourself, and can tolerate being different – than look for the managers where the portfolio is truly different, with the potential returns that are different. 

But don’t think that any of this is easy.  To quote Charlie Munger, “It’s not supposed to be easy.  Anyone who finds it easy is stupid.”  You have to be prepared to make mistakes, in both making investments and assessing managers.  You also have to be willing to look different than the consensus.  One other thing you have to be willing to do, especially in mutual fund investing, is look away from the larger fund organizations for your investment choices (with the exception of index funds, where size will drive down costs) for by their very nature, they will not attract and retain the kind of talent that will give you outlier returns (and as we are seeing with one large European-owned organization, the parent may not be astute enough to know when decay has set in).  Finally, you have to be in a position to be patient when you are wrong, and not be forced to sell, either by reason of not having a long-term view or long-term resources, or in the case of a manager, not having the ability to weather redemptions while maintaining organizational and institutional support for the philosophy. 

Next month: Flash geeks and other diversions from the mean.

A democracy is a government in the hands of men of low birth, no property, and vulgar entitlements.

Aristotle

One of the responses I received to last month’s diatribe about mutual fund fees was that the average mutual fund investor did not object to them because they were unseen.  They painlessly and invisibly disappeared every quarter.  The person who pointed this out noted that lawyers charged a bill for services rendered, as did accountants.  Why then, should not a quarterly mutual fund statement show the gross amount invested at the beginning of the period, the investment appreciation or depreciation, and then the deduction of fees to arrive at a net amount invested at the end of the period ?  Not a bad idea.  But one that has been resisted (or gutted) at every turn by the industry and one that the regulators have never felt strongly enough to move forward on.

But do clients truly understand what they are giving up or what they are actually paying?  Charlie Ellis, in an article in the current issue of the Financial Analysts Journal would argue that they do not.  He goes on to make the case that the enormity of the fees as a percentage makes the 2% and 20 that many hedge funds charge seem reasonable in comparison.  His rationale is thus.  Assume an S&P 500 Index Fund achieves in a year a total return of 36% and charges investment management fees of 5 basis points (0.05%).  Assume your other investment is Mick the Bookie’s Select Investment Fund which had a total return of 41% over the same period and charges 85 basis points (0.85%).  Your incremental return is 500 basis points (5%) for which you paid an extra 80 basis points (0.80%).  Ellis would argue, and I believe correctly so, that your incremental fee for achieving that excess return was SIXTEEN PER CENT.  And don’t forget that the money that went into the account to begin with was already your money that you had earned.

So, one question that I hear coming is – the outside trustees or directors have to approve fees annually and they wouldn’t do it if it was not fair and reasonable, especially given the returns.  Answer #1 – eighty per cent of the time the active manager does not beat the benchmark and achieve an excess return.  Answer #2 – the 20% of the time when the active manager beats the return, it is not on a sustainable basis, but rather almost random.  Answer #3 – rarely does the investor actually get a benchmark beating return because he or she moves their investments too frequently to even achieve the performance numbers advertised by the investment management firm.  Answer #4 – all too rarely do the outside trustees or directors have an aligned vested interest in the fee question  (a) because in most instances they have at best a de minimis investment in the fund or funds that they are overseeing and (b) oddly enough the outside trustees or directors often have more of a vested interest in the success of the investment management company.  Growth and profitability there will lead to increases in their fees.

So you say, I must be getting something of value for the incremental fees at those times when the investment returns don’t justify the added expense?  Well, sadly, if recent history is any guide, the kinds of things you have gotten for such excess incremental fees include things like vicarious interests in yachts and sports cars; race horses in Lexington, Kentucky; and multiple homes and pent houses on the lake front in the greater Chicago area.  I could go on and on in a similar vein.  Rather than outperforming benchmarks or making money for investors, the primary goal has morphed to the creation and accumulation of substantial personal wealth, often to the tune of hundreds of millions of dollars.

To paraphrase Don Corleone in that scene in New York City where he says to the heads of the Five Families, “How did we let things go so far?”  I don’t have a good answer for that.  I suspect that the painlessness of fee extraction explains part of it.  Having had the present administration in Washington serving in the role of defender of Middle Class America, one has to wonder why they have allowed the savings and investments of the Middle Class to effectively be clipped by dollars and cents every month.  What has happened is one of the great hidden wealth transfers in our society, similar to what happens  when hackers get into a bank computer and start skimming fractions of cents from millions of transactions.  It is not solely the administration’s fault however, as neither the regulators nor the courts have wanted to clean up the fee mess.  Everyone really wants to believe that there is a Santa Claus, or more appropriately, a Horatio Alger ending to the story.

One might hope that financial publications such as Morningstar, would through their media outlets as well as their conferences, address the subject of fees and their excessive nature.  Certainly when they  first started with their primary conference at the Grand Hyatt at Illinois Center in Chicago, there was a decided tilt to the content and substance that favored and indeed championed the small investor.   However, since then in terms of content the current big Morningstar conference here has taken on more of an industry tilt or bias.

Why do I keep harping on this subject?  For this reason – mutual fund investors cannot negotiate their own fees.  Institutional investors can, and corporate and endowment investors do just that, every day.  And often, their fee agreements with the investment manager will have a “most favored nation” clause, which means if someone else in the institutional world with a similar amount of assets negotiates a lower fee agreement with that investment firm the existing clients get the benefit of it.  If you sit in enough presentations from fund managers, it becomes obvious that, public industry statements notwithstanding, in many instances the mutual fund business (and the small investor) is being used as the cash cow that subsidizes the institutional business.

Remember, expenses matter as they lessen the compounding ability of your investment.  That in turn keeps the investment from growing as much as it should have over a period of time.  With interest rates and tax rates where they are, it is hard enough to compound at a required rate to meet future accumulation targets without having even further degradation occur from the impact of high fees.  Rule Number One of investing is “Don’t lose money” and Rule Number Two is “Don’t forget Rule Number One.”   However, Rule Number Three is “Keep the expenses low to maximize the compounding effect.”

“To be clever enough to get a great deal of money, one must be stupid enough to want it.”

G.K. Chesterton

There is a repetitive scene in the movie “Shakespeare in Love” – an actor and a director are reading through one of young Master Shakespeare’s newest plays, with the ink still drying.  The actor asks how a particular transition is to be made from one scene to the next.  The answer given is, “I don’t know – it’s a mystery.”  Much the same might be said for the process of setting and then regularly reviewing, mutual fund fees. One of my friends made the Long March with Morningstar’s Joe Mansueto from a cave deep in western China to what should now be known now as Morningstar Abbey in Chicago. She used to opine about how for commodity products like equity mutual funds, in a world of perfect competition if one believed economic theory as taught at the University of Chicago, it was rather odd that the clearing price for management fees, rather than continually coming down, seemed mired at one per cent. That comment was made almost twenty years ago. The fees still seem mired there.  

One argument might be that you get what you pay for. Unfortunately many actively-managed equity funds that charge that approximately one per cent management fee lag their benchmarks. This presents the conundrum of how index funds charging five basis points (which Seth Klarman used to refer to as “mindless investing”) often regularly outperform the smart guys charging much more. The public airing of personality clashes at bond manager PIMCO makes for interesting reading in this area, but is not necessarily illuminating. For instance, allegedly the annual compensation for Bill Gross is $200M a year. However, much of that is arguably for his role in management at PIMCO, as co-chief investment officer. Some of it is for serving on a daily basis as the portfolio manager for however many funds his name is on as portfolio manager. Another piece of it might be tied to his ownership interest in the business. 

The issue becomes even more confusing when you have similar, nay even almost identical, funds being managed by the same investment firm but coming through different channels, with different fees. The example to contrast here again is PIMCO and their funds with multiple share classes and different fees, and Harbor, a number of whose fixed income products are sub-advised by PIMCO and have lower fees for what appear, to the unvarnished eye, to be very similar products often managed by the same portfolio manager. A further variation on this theme can be seen when you have an equity manager running his own firm’s proprietary mutual fund for which he is charging ninety basis points in management fees while his firm is running a sleeve of another equity mutual fund for Vanguard, for which the firm is being paid a management fee somewhere between twenty and thirty basis points, usually with incentives tied to performance. And while the argument is often made that the funds may have different investment philosophies and strategies and a different portfolio manager, there is often a lot of overlap in the securities owned (using  the same research process and analysts). 

So, let’s assume that active equity management fees are initially set by charging what everyone else is charging for similar products. One can see by looking at a prospectus, what a competitor is charging. And I can assure you that most investment managers have a pretty good idea as to who their competitors are, even if they may think they really do not have competitors. How do the fees stay at the same level, especially as, when assets under management grow there should be economies of scale?

Ah ha!  Now we reach a matter that is within the purview of the Board of Trustees for a fund or fund group. They must look at the reasonableness of the fees being charged in light of a number of variables, including investment philosophy and strategy, size of assets under management, performance, etc., etc., etc.  And perhaps a principal underpinning driving that annual review and sign-off is the peer list of funds for comparison.

Probably one of the most important assignments for a mutual fund executive, usually a chief financial officer, is (a) making sure that the right consulting firm is hired to put together the peer list of similar mutual funds and (b) confirming that the consulting firm understands their assignment. To use another movie analogy, there is a scene early on in “Animal House” where during pledge week, two of the main characters visit a fraternity house and upon entering, are immediately sent to sit on a couch off in a corner with what are clearly a small group of social outliers. Peer group identification often seems to involve finding a similar group of outliers on the equivalent of that couch.

Given the large number of funds out there, one identifies a similar universe with similar investment strategies, similar in size, but mirabile dictu, the group somehow manages to have similar or inferior performance with similar or higher fees and expenses. What to do, what to do?  Well of course, you fiddle with the break points so that above a certain size of assets under management in the fund, the fees are reduced. And you never have to deal with the issue that the real money is not in the break points but in fees that are too high to begin with. Perish the thought that one should use common sense and look at what Vanguard or Dodge and Cox are charging for base fees for similar products.

There is another lesson to be gained from the PIMCO story, and that is the issue of ownership structure. Here, you have an offshore owner like Allianz taking a hands-off attitude towards their investment in PIMCO, other than getting whatever revenue or income split it is they are getting. It would be an interesting analysis to see what the return on investment to Allianz has been for their original investment. It would also be interesting to see what the payback period was for earning back that original investment. And where lies the fiduciary obligation, especially to PIMCO clients and fund investors, in addition to Allianz shareholders?  But that is a story for another time.

How is any of this to be of use to mutual fund investors and readers of the Observer. I am showing my age, but Vice President Hubert Humphrey used to be nick-named the “Happy Warrior.” One of the things that has become clear to me recently as David and I interview managers who have set up their own firms after leaving the Dark Side, LOOK FOR THE HAPPY WARRIORS. For them, it is not the process of making money. They don’t need the money. Rather they are doing it for the love of investing.  And if nobody comes, they will still do it to manage their own money.  Avoid the ones for whom the money has become an addiction, a way of keeping score. For supplementary reading, I commend to all an article that appeared in the New York Sunday Times on January 19, 2014 entitled “For the Love of Money” by Sam Polk. As with many of my comments, I am giving all of you more work to do in the research process for managing your money. But you need to do it if you serious about investing.  And remember, character and integrity always show through.

By Edward Studzinski

 “Convictions are more dangerous enemies of truth than lies.”

                    Nietzsche

One of the more interesting consequences of the performance of equities in 2013 is the ramp-up of the active investment management marketing machines to explain why their performance in many instances lagged that of inexpensive index funds.  This has resulted in a manure storm media blitz with terms and phrases such as “stock picker’s market” or “active share” or “concentrated portfolios.” 

“Stock picker’s market” is generally a euphemism for active management.  That is, why you should pay me 100 basis points for investing in a subset of the S&P 500, rather than pay Vanguard or some other index fund provider 5 basis points for their product.  One of the rationales I used to regularly hear to justify active management fees was that the active manager will know when to get out of the market and when to get back in, whereas the small investor will always go in and out at the wrong time.  The period of 2008-2009 puts paid to that argument when one looks at maximum drawdown numbers.  The question it raises however is whether the time horizon most investment managers and investors use is far too short.  I think it clearly is and that rather than three years or three to five years, we should be thinking of ten years at a minimum.  Unfortunately, given personnel turnover in many investment organizations, it is difficult for the investing public to know or understand that the people who gave a fund its long-term performance, looking in the rear-view mirror, are not the ones doing the analysis  or selecting the investments going forward.  And if they are, often their time and attention is pulled in many other directions.  This is why I now, sitting on an endowment investment committee, appreciate why an integral part of the investment consultant’s report covers stability of personnel and succession planning at current firms invested in as well as firms proposed for consideration.  Of course, if you are the average retail investor, you are far better off to focus on your risk tolerance, true time horizon, and asset allocation, again making use of low cost index products if you are not going to spend the time and effort to replicate the work of the consultants used by endowments and pension funds.

I am going to leave it to others to discuss “active share.”  I do think the question of “concentrated portfolios” is worth a few thoughts.  I once asked a friend of mine, at a large East Coast fund complex, how he managed to keep track of the two hundred or so stocks in his fund portfolio.  His answer was illuminating.  He said that his firm had a very large research department and prided itself on its selection and training of analysts.  Politically then, over time he had to use an idea or two from everyone or every area.  His preference would have been to have a much more concentrated portfolio.  I will refer to that then as the “ark” approach to investment management.  Other firms, such as Longleaf, have tended from the get-go to have truly concentrated portfolios , say somewhere between twenty to twenty five stocks, given that the benefits of diversification run-out at a certain number of securities.  Their rationale has been that rarely, when you are building a portfolio from the bottom up based on what are the most undervalued ideas, do ideas number thirty to forty have the same expected return potential as ideas number one to ten.  (That is even more the case with the S&P 500 hitting new all time highs now).

There is another way to look at this which I think makes it more understandable for the average person.  In 2006, Huber Capital Managed LLC performed a study, looking at value-oriented investors, entitled “Limited Assets Under Management is a Competitive Advantage.”   The study assumed an equal weighted portfolio of 2.5% positions (forty stocks) to show how the investable universe of securities shrank at certain asset levels.  It looked at the Russell 1000 Value Index and the Russell 200 Value Index.  The conclusion of the study was that as assets under management grew, portfolio managers faced increasingly unpleasant choices.  One choice of course was to shrink the investment universe, what I have referred to in the past as the rule limiting investments to securities that can be bought or sold in five days average trading volume.

 Another alternative was to increase the number of stocks held in the portfolio.  You can see whether your manager has done this by going back five or ten years and looking at annual reports.  When the fund was $5B in asset size, did it own thirty stocks?  Do you really believe that with the fund at $10B or $15B in asset size, that it has found another twenty or thirty undervalued stocks?  Look also to see if the number of research analysts has increased materially.  Are roughly the same number of analysts covering more names? 

The third choice was to make the fund very concentrated or even non-diversified by SEC standards, with individual positions greater than five per cent.  That can work, but it entails taking on career risk for the analysts and fund managers, and enterprise risk for the management company.   A fund with $10B in assets under management has available only 50% of the investable set of stocks to invest in, assuming it is going to continue to focus on liquidity of the investment as an implicit criteria.  That is why you see more and more pension funds, endowments, and family office managers shifting to low-cost index or ETF vehicles for their large cap investments.  The incremental return is not justified by the incremental fee over the low-cost vehicle.  And with a long-term time horizon, the compounding effect of that fee differential becomes truly important to returns.

My thanks to Huber Capital Manangement LLC for doing this study, and to Long Short Advisors for making me aware of it in one of their recent reports.  Both firms are to be commended for their integrity and honesty.  They are truly investment managers rather than asset gatherers. 

Cynic, n.  A blackguard whose faulty vision sees things as they are, not as they ought to be.

                                                                                                         Ambrose Bierce

One of the joys of having entered the investment business in the 1980’s is that you came in at a time when the profession was still populated by some really nice and thoughtful people, well-read and curious about the world around them.  They were and are generally willing to share their thoughts and ideas without hesitation. They were the kind of people that you hoped you could keep as friends for life.  One such person is my friend, Bruce, who had a thirty-year career on the “buy side” as both an analyst and a director of research at several well-known money management firms. He retired in 2008 and divides his time between homes in western Connecticut and Costa Rica.

Here in Chicago in January, with snow falling again and the wind chill taking the temperature below zero, I see that Bruce, sitting now in Costa Rica, is the smart one.  Then I reflected on a lunch we had on a warm summer day last August near the Mohawk Trail in western Massachusetts.  We stay in touch regularly but this was the first time the two of us had gotten together in several years. 

The first thing I asked Bruce was what he missed most about no longer being active in the business.  Without hesitation he said that it was the people. For most of his career he had interacted daily with other smart investors as well as company management teams.  You learned how they thought, what kind of people they were, whether they loved their businesses or were just doing it to make money, and how they treated their shareholders and investors. Some of his best memories were of one-on-one meetings or small group dinners.  These were events that companies used to hold for their institutional shareholders.  That ended with the implementation of Regulation FD (full disclosure), the purpose of which was to eliminate the so-called whisper number that used to be “leaked” to certain brokerage firm analysts ahead of earnings reporting dates. This would allow those analysts to tip-off favored clients, giving them an edge in buying or selling a position. Companies now deal with this issue by keeping tight control on investor meetings and what can be said in them, tending to favor multi-media analyst days (timed, choreographed, scripted, and rehearsed events where you find yourself one of three hundred in a room being spoon-fed drivel), and earnings conference calls (timed, choreographed, scripted, and rehearsed events where you find yourself one of a faceless mass listening to reporting without seeing any body language).  Companies will still visit current and potential investors by means of “road shows” run by a friendly brokerage firm coincidentally looking for investment banking business.  But the exchange of information can be less than free-flowing, especially if the brokerage analyst sits in on the meeting.  And, to prevent accidental disclosure, the event is still heavily scripted.  It has however created a new sideline business for brokerage firms in these days of declining commission rates.  Even if you are a large existing institutional shareholder, the broker/investment bankers think you should pay them $10,000 – $15,000 in commissions for the privilege of seeing the management of a company you already own.  This is apparently illegal in the United Kingdom, and referred to as “pay to play” there.  Here, neither the SEC nor the compliance officers have tumbled to it as an apparent fiduciary violation.

Next I asked him what had been most frustrating in his final years. Again without hesitation he said that it was difficult to feel that you were actually able to add value in evaluating large cap companies, given how the regulatory environment had changed. I mentioned to him that everyone seemed to be trying to replace the on-site leg work part of fundamental analysis with screening and extensive earnings modeling, going out multiple years. Unfortunately many of those using such approaches appear to have not learned the law of significant numbers in high school chemistry. They seek exactitude while in reality adding complexity.  At the same time, the subjective value of sitting in a company headquarters waiting room and seeing how customers, visitors, and employees are treated is no longer appreciated.

Bruce, like many value investors, favors private market value as the best underpinning for security valuation. That is, based on recent transactions to acquire a comparable business, what was this one worth? But you need an active merger & acquisition market for the valuation not to be tied to stale inputs. He mentioned that he had observed the increased use of dividend discount models to complement other valuation work. However, he thought that there was a danger in a low interest-rate environment that a dividend discount model could produce absurd results. One analyst had brought him a valuation write-up supported by a dividend discount model. Most of the business value ended up being in the terminal segment, requiring a 15 or 16X EBITDA multiple to make the numbers work.  Who in the real world pays that for a business?  I mentioned that Luther King, a distinguished investment manager in Texas with an excellent long-term record, insisted on meeting as many company managements as he could, even in his seventies, as part of his firm’s ongoing due diligence. He did not want his investors to think that their investments were being followed and analyzed by “three guys and a Bloomberg terminal.”  And in reality, one cannot learn an industry and company solely through a Bloomberg terminal, webcasts, and conference calls. 

Bruce then mentioned another potentially corrupting factor. His experience was that investment firms compensate analysts based on idea generation, performance of the idea, and the investment dollars committed to the idea. This can lead to gamesmanship as you get to the end of the measurement period for compensation. E.g., we tell corporate managements they shouldn’t act as if they were winding up and liquidating their business at the end of a quarter or year. Yet, we incent analysts to act that way (and lock in a profitable bonus) by recommending sale of an idea much too early. Or at the other extreme, they may not want to recommend sale of the idea when they should. I mentioned that one solution was to eliminate such compensation performance assessments as one large West Coast firm is reputed to have done after the disastrous 2008 meltdown. They were trying to restore a culture that for eighty years had been geared to producing the best long-term compounding investment ideas for the clients. However, they also had the luxury of being independent.      

Finally I asked Bruce what tipped him over the edge into retirement. He said he got tired of discussions about “scalability.” A brief explanation is in order. After the dot-com disaster at the beginning of the decade, followed by the debacle years of 2008-2009, many investment firms put into place an implicit policy. For an idea to be added to the investment universe, a full investment position had to be capable of being acquired in five days average trading volume for that issue. Likewise, one had to also be able to exit the position in five days average trading volume. If it could not pass those hurdles, it was not a suitable investment. This cuts out small cap and most mid-cap ideas, as well as a number of large cap ideas where there is limited investment float. While the benchmark universe might be the S&P 500, in actuality it ends up being something very different. Rather than investing in the best ideas for clients, one ends up investing in the best liquid ideas for clients (I will save for another day the discussion about illiquid investments consistently producing higher returns long-term, albeit with greater volatility). 

From Bruce’s perspective, too much money is chasing too few good ideas. This has resulted in what we call “style drift”.  Firms that had made their mark as small cap or mid cap investors didn’t want to kill the goose laying the golden eggs by shutting off new money, so they evolved to become large cap investors. But ultimately that is self-defeating, for as the assets come in, you either have to shut down the flows or change your style by adding more and larger positions, which ultimately leads to under-performance.

I mentioned to Bruce that the other problem of too much money chasing too few good new ideas was that it tended to encourage “smart guy investing,” a term coined by a mutual friend of ours in Chicago. The perfect example of this was Dell. When it first appeared in the portfolios of Southeastern Asset Management, I was surprised. Over the next year, the idea made its way in to many more portfolios at other firms. Why? Because originally Southeastern had made it a very large position, which indicated they were convinced of its investment merits. The outsider take was “they are smart guys – they must have done the work.” And so, at the end of the day after making their own assessments, a number of other smart guys followed. In retrospect it appears that the really smart guy was Michael Dell.

A month ago I was reading a summary of the 2013 annual investment retreat of a family office investment firm with an excellent reputation located in Vermont. A conclusion reached was that the incremental value being provided by many large cap active managers was not justified by the fees being charged. Therefore, they determined that that part of an asset allocation mix should make use of low cost index funds. That is a growing trend. Something else that I think is happening now in the industry is that investment firms that are not independent are increasingly being run for short-term profitability as the competition and fee pressures from products like exchange traded funds increases. Mike Royko, the Chicago newspaper columnist once said that the unofficial motto of Chicago is “Ubi est meum?” or “Where’s mine?” Segments of the investment management business seemed to have adopted it as well. As a long-term value investor in New York recently said to me, short-termism is now the thing. 

The ultimate lesson is the basic David Snowball raison d’etre for the Mutual Fund Observer. Find yourself funds that are relatively small and independent, with a clearly articulated philosophy and strategy. Look to see, by reading the reports and looking at the lists of holdings, that they are actually doing what they say they are doing, and that their interests are aligned with yours. Look at their active share, the extent to which the holdings do not mimic their benchmark index. And if you cannot be bothered to do the work, put your investments in low cost index vehicles and focus on asset allocation.  Otherwise, as Mr. Buffet once said, if you are seated at the table to play cards and don’t identify the “mark” you should leave, as you are it.

Edward Studzinski    

I go out of the darkness

Onto a road of darkness

Lit only by the far off

Moon on the edge of the mountains.

Izumi

One of the benefits of having had multiple careers and a plethora of interests is that friends and associates always stand ready with suggestions for you to occupy your time. In January of 2012, a former colleague and good friend from my days with the Navy’s long-range strategic planning group suggested that I might find it interesting to attend the Second China Defense and Security Conference at the Jamestown Foundation. That is how I found myself seated in a conference room in February with roughly a hundred other people. My fellow attendees were primarily from the various alphabet soup governmental agencies and mid-level military officers. 

The morning’s presentations might best be summed up as grudging praise about the transformation of the Chinese military, especially their navy, from a regional force to one increasingly able to project power throughout Asia and beyond to carry out China’s national interests. When I finally could not stand it any longer, after a presentation during Q&A, I stuck my hand up and asked why there was absolutely no mention of the 600 pound gorilla in the corner of the room, namely Japan and the Japanese Maritime Self-Defense Force. The JMSDF was and is either the second or third largest navy in the world. It is considered by many professional observers to be extraordinarily capable. The silence that greeted my question was akin to what one would observe if I had brought in a dog that had peed on the floor. The moderator muttered a few comments about the JMSDF having fine capabilities. We then went on with no mention of Japan again. At that point I realized I had just learned the most important thing that I was going to take from the conference, that Japan (and its military) had become the invisible country of Asia. 

The New Year is when as an investor you reflect back on successes and mistakes. And if one is especially introspective, one can ponder why. For most of 2013, I was banging the drum on two investment themes that made sense to me:  (a) the Japanese equity market and (b) the Japanese currency – the yen – hedged back into U.S. dollars. The broad Japanese market touched highs this month not seen before this century. The dollar – yen exchange rate moved from 89.5 at the beginning of the year to 105.5. In tandem, the themes have proven to be quite profitable. Had an investment been made solely in the Wisdom Tree: Japan Hedged Equity ETF, a total return of 41.8% would have been achieved by the U.S. dollar investor. So, is this another false start for both the Japanese stock market and economy? Or is Japan on the cusp of an economic and political transformation?   

When I mention to institutional investors that I think the change in Japan is real, the most common response I get is a concern about “Abenomics.” This is usually expressed as “They are printing an awful lot of money.”  Give me a break.  Ben Bernanke and his little band of merry Fed governors have effectively been printing money with their various QE efforts. Who thinks that money will be repaid or the devaluation of the U.S. dollar will be reversed?  The same can be said of the EU central bankers.  If anything, the U.S. has been pursuing a policy of beggar thy creditor, since much of our debt is owed to others.  At least in Japan, they owe the money to themselves. They have also gone through years of deflation without the social order and fabric of society breaking down. One wonders how the U.S. would fare in a similar long-term deflationary environment. 

I think the more important distinction is to emphasize what “Abenomics” is not.  It is not a one-off program of purchasing government bonds with a view towards going from a multi-year deflationary spiral to generating a few points of inflation.  It is a comprehensive program aimed at reversing Japan’s economic, political, and strategic slide of the past twenty years. Subsumed under the rubric of “Abenomics” are efforts to increase and widen the acceptance of child care facilities to enable more of Japan’s female talent pool to actively participate in the workforce, a shift in policy for the investments permitted in pension funds to dramatically increase domestic equity exposure, and incentives to transform the Japanese universities into research and resource engines. Similarly, the Japanese economy is beginning to open from a closed economy to one of free trade, especially in agriculture, as Japan has joined the Trans Pacific Partnership. Finally, public opinion has shifted dramatically to a willingness to contemplate revision of Japan’s American-drafted post-war Constitution. This would permit a standing military and a more active military posture. It would normalize Japan as a global nation, and restore a balance of interests and power in East Asia. The ultimate goal then is to restore the self-confidence of the Japanese nation.  So, what awakened Japan and the Japanese?

Strangely enough, the Chinese did it. I have been in Japan four times in the last twenty-two months, which does not make me an expert on anything. But it has allowed me to discern a shift in the mood of the country. Long-time Japan hands had told me that when public opinion in Japan shifts, it shifts all at once and moves together in the same direction. Several months ago, I asked a friend and investment manager who is a long-time resident of Tokyo what had caused that shift in opinion. His response was that most individuals, he as well, traced it to the arrest and detention by the Japanese Coast Guard, of a Chinese fishing vessel and its captain who had strayed into Japanese waters. China responded aggressively, embargoing rare earth materials that the Japanese electronics and automobile industries needed, and made other public bellicose noises. Riots and torching of Japanese plants in China followed, with what seemed to be the tacit approval of the Chinese government. Japan released the ship and its captain, and in Asian parlance, lost face. As my friend explained it, the Japanese public came to the conclusion that the Chinese government was composed of bad people whose behavior was unacceptable. Concurrently, Japan Inc. began to relocate its overseas investment away from China and into countries such as Vietnam, Indonesia, Thailand, and Singapore.

From an investment point of view, what does it all mean? First, one should not look at Prime Minister Abe, Act II (remember that he was briefly in office for 12 months in 2006-2007) in a vacuum. Like Reagan and Churchill, he used his time in the “wilderness years” to rethink what he wanted to achieve for Japan and how he would set about doing it. Second, one of the things one learns about Japan and the Japanese is that they believe in their country and generally trust their government, and are prepared to invest in Japan. This is in stark contrast to China, where if the rumors of capital flows are to be believed, vast sums of money are flowing out of the country through Hong Kong and Singapore. So, after the above events involving China, Abe’s timing in return to office was timely. 

While Japanese equities have surged this year, that surge has been primarily in the large cap liquid issues that are easily studied and invested in by global firms. Most U.S. firms follow the fly-by approach. Go to Tokyo for a week of company meetings, and invest accordingly. Few firms make the commitment of having resources on the ground. That is why if you look at most U.S.-based Japan specialist mutual funds, they all own pretty much the same large cap liquid names, with only the percentages and sector weightings varying. There are tiers of small and mid-cap companies that are under-researched and under-invested in.  If this is the beginning of a secular bull market, as we saw start in the U.S. in 1982, Japan will just be at the beginnings of eliminating the value gap between intrinsic value and the market price of securities, especially in the more inefficiently-traded and under-researched companies. 

So, as Lenin once famously asked, “What is to be done?”  For most individuals, individual stock investments are out of the question, given the currency, custody, language, trading, and tax issues. For exposure to the asset class, there is a lot to be said for a passive approach through an index fund or exchange-traded fund, of which there are a number with relatively low expense ratios. Finally, there are the fifteen or so Japan-only mutual funds. I am only aware of three that are small-cap vehicles – DFA, Fidelity, and Hennessy. There are also two actively-managed closed end funds. I will look to others to put together performance numbers and information that will allow you to research the area and draw your own conclusions.  

Finally, it should be obvious that Japan does not lend itself to simple explanations. As Americans, we are often in a time-warp, thinking that with the atomic bombs, American Occupation and force-fed Constitution, we successfully transformed Japan into a pacifist democratically-styled Asian theme park.  My conclusion is rather that what you see in Japan is not reality (whatever that is) but what they are comfortable with you seeing. I think for instance of the cultural differences with China in a business sense.  With the Chinese businessman, a signed contract is in effect the beginning of the negotiation.  For the Japanese businessman, a signed contract is a commitment to be honored to the letter.

I will leave you with one thing to ponder shared with me by a Japanese friend. She told me that the samurai have been gone for a long time in Japan. But, everyone in Japan still knows who the samurai families are and everyone knows who is of those families and who is not. And she said, everyone from those families still tends to marry into other samurai families.  So I thought, perhaps they are not gone after all.  

The trouble with our times is that the future is not what it used to be.

Paul Valery

Nassim Nicholas Taleb, the author of The Black Swan as well as Antifragile: Things That Gain from Disorder, has recently been giving a series of interviews in which he argues that current investment industry compensation practices lead to subtle conflicts of interest, that end up inuring to the disadvantage of individual investors. Nowhere is this more apparent than when one looks at the mutual fund complexes that have become asset gatherers rather than investment managers.

By way of full disclosure I have to tell you that I am an admirer of Mr. Taleb’s. I was not always the most popular boy in the classroom as I was always worrying about the need to consider the potential for “Black Swan” or outlier events. Unfortunately all one has to have is one investment massacre like the 2008-2009 period. This gave investors a lost decade of investment returns and a potentially permanent loss of capital if they panicked and liquidated their investments. To have a more in-depth appreciation of the concept and its implications, I commend those of you with the time to a careful study of the data that the Mutual Fund Observer has compiled and begun releasing regularly. You should pay particular attention to a number called the “Maximum Drawdown.” There you will see that as a result of that dark period, looking back five years it is a rarity to find a domestic fund manager who did not lose 35-50% of his or her investors’ money. The same is to be said for global and international fund managers who likewise did not distinguish themselves, losing 50-65% of investors’ capital, assuming the investors panicked and liquidated their investments, and many did.

A number of investment managers that I know are not fans of Mr. Taleb’s work, primarily because he has a habit of bringing attention to inconvenient truths. In Fooled by Randomness, he made the case that given the large number of people who had come into the investment management business in recent years, there were a number who had to have generated good records randomly. They were what he calls “spurious winners.” I would argue that the maximum drawdown numbers referred to above confirm that thesis.

How then to avoid the spurious winner? Taleb argues that the hedge fund industry serves as a model, by truly having managers with “skin in the game.” In his experience a hedge fund manager typically has twenty to fifty times the exposure of his next biggest client. That of necessity makes them both more careful and as well as aware of the consequences if they have underinvested in the necessary talent to remain competitive. Taleb quite definitively states, “You don’t get that with fund managers.”

I suspect the counterargument I am going to hear is that fund managers are now required to disclose, by means of reporting within various ranges, the amount of money they have invested in the fund they are managing. Just go to the Statement of Additional Information, which is usually found on a fund website. And if the SAI shows that the manager has more than $1 million invested in his or her fund, then that is supposed to be a good sign concerning alignment of interests. Like the old Hertz commercial, the real rather than apparent answer is “not exactly.”

The gold standard in this regard has been set by Longleaf Partners with their funds. Their employees are required to limit their publicly offered equity investments to funds advised by Southeastern Asset Management, Longleaf’s advisor, unless granted a compliance exception. Their trustees also must obtain permission before making a publicly offered equity investment. That is rather unique in the fund industry, since what you usually see in the marketing brochures or periodic fund reports is something like “the employees and families of blah-blah have more than $X million invested in our funds.” If you are lucky this may work out to be one percent of assets under management in the firm, hardly hedge-fund like metrics. At the same time, you often find trustees of the fund with de minimis investments.

The comparison becomes worse when you look at a fund with $9 billion in assets and the “normal” one percent investment management fee, which generates $90 million in revenue. The fund manager may tell you that his largest equity investment is in the fund and is more than $1 million. But if his annual compensation runs somewhere between $1million and $10 million, and this is Taleb’s strongest point, the fund manager does not have a true disincentive for losing money. The situation becomes even more blurred where compliance policy allows investment in ETF’s or open-ended mutual funds, which in today’s world will often allow a fund manager to construct his own personal market neutral or hedged portfolio, to offset his investment in the fund he is managing.

Is there a solution? Yes, a fairly easy one – adopt as an industry standard through government regulation the requirement that all employees in the investment firm are required to limit their publicly offered equity investments to the funds in the complex. To give credit where credit is due, just as we have a Volcker rule, we can call it the “Southeastern Asset Management” rule. If that should prove too restrictive, I would suggest as an alternative that the SEC add another band of investment ranges above the current $1 million limit, at perhaps $5 million. That at least would give a truer picture for the investor, especially given the money flows now gushing into a number of firms, which often make a $1 million investment not material to the fund manager. Such disclosure will do a better job of attuning investment professionals to what should be their real concern – managing risk with a view towards the potential downside, rather than ignoring risk with other people’s money.

Postscript:

What does it say when such well known value managers as Tweedy, Browne and First Pacific Advisors are letting cash positions rise in their portfolios as they sell and don’t replace securities that have reached their target valuations? Probably the same thing as when one of the people I consider to be one of the outstanding money managers of our time, Seth Klarman at Baupost Partners, announces that he will be returning some capital to his partnership investors at year end. Stay tuned.

“Virtue has never been as respectable as money.” Mark Twain

One of the more favored sayings of fund managers is that they like to invest with managements with “skin in the game.” This is another instance where the early Buffett (as opposed to the later Buffett) had it right. Managements can and should own stock in their firms. But they should purchase it with their own money. That, like the prospect of hanging as Dr. Johnson said, would truly clarify the mind. In hind sight a major error in judgment was made by investment professionals who bought into the argument that awarding stock options would beneficially serve to align the interests of managements and shareholders. Never mind that the corporate officers should have already understood their fiduciary obligations. What resulted, not in all instances but often enough in the largest capitalization companies, was a class of condottieri such as one saw in Renaissance Italy, heading armies that spent their days marching around avoiding each other, all the while being lavishly paid for the risks they were NOT facing. This sub-set of managers became a new entitled class that achieved great personal wealth, often just by being present and fitting in to the culture. Rather than thinking about truly long-term strategic implications and questions raised in running a business, they acted with a short-duration focus, and an ever-present image of the current share price in the background. Creating sustainable long-term business value rarely entered into the equation, often because they had never seen it practiced.

I understood how much of a Frankenstein’s monster had been created when executive compensation proposals ended up often being the greater part of a proxy filing. A particularly bothersome practice was “reloading” options annually. Over time, with much dilution, these programs transferred significant share ownership to management. You knew you were on to something when these compensation proposals started attracting negative vote recommendations. The calls would initially start with the investor relations person inquiring about the proxy voting process. Once it was obvious that best practices governance indicated a “no” vote, the CFO would call and ask for reconsideration.

How do you determine whether a CEO or CFO actually walks the walk of good capital allocation, which is really what this is all about? One tip-off usually comes from discussions about business strategy and what the company will look like in five to ten years. You will have covered metrics and standards for acquisitions, dividends, debt, share repurchase, and other corporate action. Following that, if the CEO or CFO says, “Why do you think our share price is so low?” I would know I was in the wrong place. My usual response was, “Why do you care if you know what the business value of the company is per share? You wouldn’t sell the company for that price. You aren’t going to liquidate the business. If you did, you know it is worth substantially more than the current share price.” Another “tell” is when you see management taking actions that don’t make sense if building long-term value is the goal. Other hints also raise questions – a CFO leaves “because he wants to enjoy more time with his family.” Selling a position contemporaneously with the departure of a CFO that you respected would usually leave your investors better off than doing nothing. And if you see the CEO or CFO selling stock – “our investment bankers have suggested that I need to diversify my portfolio, since all my wealth is tied up in the company.” That usually should raise red flags that indicate something is going on not obvious to the non-insider.

Are things improving? Options have gone out of favor as a compensation vehicle for executives, increasingly replaced by the use of restricted stock. More investors are aware of the potential conflicts that options awards can create and have a greater appreciation of governance. That said, one simple law or regulation would eliminate many of the potential abuses caused by stock options. “All stock acquired by reason of stock option awards to senior corporate officers as part of their compensation MAY NOT BE SOLD OR OTHERWISE DISPOSED OF UNTIL AFTER THE EXPIRATION OF A PERIOD OF THREE YEARS FROM THE INDIVIDUAL’S LAST DATE OF SERVICE.” Then you might actually see the investors having a better chance of getting their own yachts.

Edward A. Studzinski