Thursday, May 21, 2020

Questions for cooperatives, employee-owned and unioned owned companies

The hallmarks of cooperative ownership are the employees controlling the means of production and that control being democratic.  How to do that has always been the challenge in expanding cooperation and making it not seem scary to the general public.  Better cash and prizes are the answer - not only do workers vote for the means of production, but they vote for the market basket of consumption.  Most workers make these choices implicitly by working for money.

Expanding cooperation allows another way.  Workers would first decide whether they want the firm to provide the good for free, at cost, provide the means for the employee to make the good itself or provide money to let the employee-owners buy the good independently.  Let me illustrate.

In the old corporate socialist IBM model, Breakfast and Lunch could be purchased at the employee cafeteria. Employee-owners could make this free.  Either way, members can decide whether to grow its own food and process it or buy it on the open market - or from cooperative members.  Or it can not provide this service and workers could eat at home, either after growing the food or buying it at a cooperative store or an outside supermarket. Some employees may face this question differently.  Younger employees might have a dormitory apartment and cafeteria in the dormitory area, which might even include dinner.

Housing for younger employees could be in dormitory apartments, outside apartments or eventually in single family homes - either purchased through a cooperative credit union (or through an account at work) - and possibly with the cooperative building the homes.  Homes could either be standard or food producing in what we call Inter-Independence. This would have been a nice option to have in the age of SARS2. 

A key decision employee-owners make is how to attract and grow new members.  I propose getting them after sophomore year in college and keeping them as long as the fit is good . It is not peonage if they have an ownership stake. This plan also discusses how doctors and nurses are trained – assuming the cooperative wants to do medical care in-house.

Using overseas labor, a decision some cooperatives will inherit, is important - especially how to compensate the overseas labor as members in a way to not cost American jobs. There are even rules for dealing with former communist cooperatives that need to be capitalized.  Excuse the pun We sent a form of these to the Washington firm advising the new Russian Federation in 1992. Sadly, they added making shares fully marketable rather than being held until retirement - and the Putin Oligarchy was born.

Large firms and cooperative networks can either use public roads or build an electric car/electricity distribution and power generation system

A big reason to go cooperative is to rationalize pay, so workers at age forty won't be fired for two recent grads.  If firms do it right, workers will get more incentive to innovate than they have in the average hierarchical capitalist firm.  See how here.

There are many ways to get to cooperativism.  One is to convert ESOPs or union-owned firms to a more advanced management structure - part of which is to check out the choices in this essay and exploring whether these would be desired by cooperative members.  If so, governance is important, which is highlighted here

Aerospace firms can shift to cooperativism or start that way - and such firms should be increased for space exploration and away from munitions.  Some of these cooperatives will be in orbit or on Mars, so money is not an option. They can also provide an example of how cooperatives can best be used

The way to get most of the economy into cooperativism is Social Security reform, which we published in Labor and Corporate Governance in January 2003. Throwing money into Wall Street is not the answer to our demographic problems, as we illustrate

Our ownership options dovetail with the tax reform options advanced for the past 21 years by the Center for Fiscal Equity. Once this sector is ready for prime time, there are many avenues for expansion beyond the current boutique model. Here is how to do so in the age of SARS.

To see how some of these proposals were made to Chrysler for the 2009 bailout, Had the fix not been in, great progress could have been made.

Cooperativism can also be used to replace governmental functions, so instead of paying taxes for education and mental health care services, they can be provided - either directly or through a secular or religious partner. 

Taken together, these proposals that you can employ can maximize freedom and well being and minimize government.  Who doesn't want that?

Please contact us at 240-810-9268 if you have any questions or would like to use our services..

Tuesday, April 14, 2020

ESOP-COOP in the time of COVID - Public Policy

This is part three. Read it last.

Joint action between ESOPs and COOPs should include publicly or privately available insurance for ownership shares. One third if voting and preferred shares would be traded to a central pool in return for pool shares. If 25% +1 of a firms *sharehold requests it, the fund would use insurance fund voting shares to investigate, possibly suspend and, if cause were found, reorganize management, add or shed components. Taking either too much or too little risk or any corruption would be cause for reorganization. This is better diversification than playing the Wall Street roulette wheel. The workers win, not the house.

Multiple ERISA changes may be required to maximize the opportunities cooperation affords. Additional changes in public finance are also worth noting.

Enacting an employer-paid subtraction VAT to replace payroll, corporate, property and low rate income taxes would fund or virtually fund education, childcare and child income, healthcare and retirement services. These would either be provided by the government or by the employers in lieu of tax payments. 

Employer payment or reporting is a different version of present reporting and tax flows, but with virtually no household filing requirements. This change would also eliminate the incentive to have a gig economy, franchises and 1099 employment disguised as contracting. Liabilities are turned to tax credits. Longevity and childbirth are also encouraged. In time, incentives will no longer be required, but this is not that time.

Higher income earners would pay salary surtaxes or these could be replaced with higher tier subtraction VAT rates on such income. Some high wage individuals could sell their services as consultants, but these firms would have to pay the subtraction VAT instead. For people with large personal staffs, this may be preferable for all concerned. Salary surtaxes could be prepaid with bonds and either would fund debt reduction and payment of net interest on the national debt.

A Credit Invoice VAT would fund domestic military and civilian spending. Like a carbon VAT, receipt visibility would induce pressure for spending cuts and environmental good citizenship. This tax also funds legacy OASDI benefits.

The most relevant change is to move taxation of capital income (rent, dividend, interest, pass through), inheritance and gains taxes to an Asset VAT at point of sale or distribution. All such activities, short or long term, would be taxed.

The tax would be marked to market price at option exercise or the first sale after inheritance or gift. Most importantly, sales to qualified ESOPs and COOPs would be tax free. This includes sales at or during retirement.

The requirement to sell all shares at this point would be eliminated. This lowers dividend rates required to build up share balances because distribution would continue during spend down. Note that a big ERISA change is required here.

The A-VAT, with or without the S-VAT, will encourage ESOP formation and growth. By applying it to all stick sales, it will reduce trading volume, volatility and purchase prices. Passive investment by heirs and trusts to avoid taxation will go away because S-VAT and I-VAT liability and the A-VAT ESOP exemption end their utility, as well as the need for a large public sector.

*Either 25% retained ESOP shares or 25% of COOP members.

ESOP-COOP in the time of COVID - Solutions

Cookie-cutter, low-impact, remedies will not cure COVID fevered hyperinflation. The current mix offered by NCEO is thin gruel where chicken soup is needed. Here is my recipe.

It is not more social democracy. This will only make hyperinflation worse. State socialism, especially in the hands of the current authoritarian administration, would be even worse.

Hyperinflation results when public policy leads to negative feedback loops and rational expectations collapse. If the public sector breaks down, the alternative that remains is some form of economic and social separatism, preferably a loose one. By loose, I mean that, while insular activity occurs, exchanges in goods, services and people continue with the outside world. Not everything (including people) must be made and stay in-house.

Finding the balance is a make-buy decision. Such decisions are implicit in the current economy. In purely competitive economies, perfect information and freedom lead to perfect economic solutions. Capitalism turns information into a closely held resource. ESOPs and COOPs open the books to members. The better the information, the better the decisions.

The difference between an ESOP and a COOP is how voting occurs. ESOPs vote by share, COOPs by employee. A COOP could be an ESOP if each member had one voting share and the remainder in preferred shares.

In the current market, employees are in their own with social democratic assists. This secures education finance, retirement security, education and a limited safety net from subsidies to bankruptcy protection.

Housing, clothing, food, leisure, transportation and other consumer goods decisions are taken at the personal level, as are purchasing additional services over and above those provided publicly. Some of these may be funded by the employer as well, such as work uniforms, transit subsidies, company cars, cafeterias, daycare, health insurance and technical training.

In times if both pandemic and hyper inflation (or to just improve the lives of members), ESOPs can create tighter relationships with providers of goods and services to guarantee availability.

Alternate payment relations, from barter to standard labor hours exchange, as well as interlocking or common ownership insulate the firm from financial and biological disruption. This is called vertical integration, as opposed to monopolistic or governmentally imposed horizontal integration.

ESOPs and COOPs have, or at least can have, lower executive pay and more equal salary structures, with incentive bonuses and equity more broadly distrubuted. Indeed, in a labor hour based exchange system, one person's labor us as valuable as another's.

Longevity and innovation would be rewarded with additional shares, rather than unequal wages. Family subsidies would be separately paid, ideally with direct or virtual subsidies.

ESOPs can buy or merge with localized grocery stores, provide low or no cost housing with lower pay to younger or single employees. ESOPs and COOPs can hire doctors, buy contingent care and specialist services from hospitals, purchase timeshares, pay for post-secondary education or provide low or zero interest loans in exchange for a service requirement.

This would all be peonage if provided by a capitalist firm. It is not if it is cooperatively owned by members. Doing so is  to democratically take make-buy decisions. The degree to which these options are practical depends in firm size. Multiple ESOPs or employers may jointly purchase consumed services as well, for example, a jointly held office park with a dedicated clinic or daycare (both for sick and well children).

In times if crisis, it may be easier to find cooperative partners. If such relations had already been in force, the impact of the current pandemic would be more easily managed. The best immunity to COVID is to get sick and recover. Having your own medical staff and supplies means you can determine how that decision is made. It also means enough toilet paper.

Monday, April 13, 2020

ESOP-COOP in the time of COVID - Scenarios

The National Center for Employee Ownsership is holding its virtual annual convention this year. If registrations are still open when my stimulus payment arrives later this week, I may register. Chances improve if, after seeing this essay, they put me on a virtual panel.

Among NCEOs offerings are assistance to member firms and individuals in dealing with COVID. They are all tailored to a predictable, status quo situation where government programs work as designed and the usual semi-egalitarian, semi-hierarchist management model can remain as it is. Just describing these assumptions show how unlikely they are to reflect reality.

Enhanced unemployment benefit levels and one time stimulus payments will keep food in the table with rents, mortgages, car note and credit card payments continuing to service the asset backed securities holding these debts. The gamble is that the great American quarentine will end in short order with little disruption.

The optimistic view is that nothing collapses in the next six months, Federal and State Unemployment Insurance premiums increase enough for continued program solvency and trust fund replenishment and a change in administrations results in minor income tax rate hikes to suck extreme liquidity out of financial markets.

A less optimistic view is that there may be some mild inflation, but people returning to work will increase the supply of goods and services enough to make it a blip rather than a trend.

A heroic assumption is that Leader McConnell will agree to a mild tax increase on capital income to suck up liquidity at the top and Speaker Pelosi will agree to limit already passed UI benefits to get people back to work.

Even more heroic is McConnell agreeing to minimum wage hikes, which will get people back to work quickly and give most workers below the executive level a raise. Lower executive compensation will take money out of the speculation (don't call it investment) sector, leading to long term growth and greater opportunity and equality.

A more pessimistic, and therefore more likely, scenario is that cheap money by the Federal Reserve and subsidized returns to asset securities lead to the creation of more junk bonds and Ponzi schemes to spread the cancer to all investors, leading to (or deepening) the recessionary trend in the current economy.  Combine this with higher income individuals and the better funded unemployed pushing more money at an ever-decreasing supply of goods and services. The result is hyperinflation.

The only good side is the elimination of household debt. This possibility could scare up support for higher taxes and a quicker opening of the economy, but I would not bet the securities holding the mortgage on your farm on it.




Tuesday, October 10, 2017

Introduction

Welcome to the blog for Bindner Analytics aka Bindner & Associates.  If you are interested in joining our staff or in engaging us in a project, you are in the right place.  Consider this the ultimate writing sample.  We are not some cookie cutter consulting firm.  If you want to do something described in one of our sixteen essays, drop us a line at Bindner.Associates@yahoo.com and likewise if you wish to be one of our cooperative associates.  We will walk the walk here, if you do the work, you get the money.  No one gets more for being in charge - and you know someone always wants to be in charge.  If the last two sentences sing to you, contact us today!

Note: Read the essays from the bottom up, which is standard blog format.  Some of them really were published in the month stated, others are dated for ordering purposes.  Enjoy!_8/10/15

Monday, October 9, 2017

Page Summaries

The hierarchical management and pay structures which are natural for capitalist firms do not work for union and employee-owned firms. For union and employee-owners to get the most out of ownership, they must change their mindset. Alter profit distribution to fully compensate employees for their share of the profits of the firm, based on the share of production cost contributed by labor. Represent union workers specifically on boards to the extent that their employees own company or ESOP shares. Distribute ESOP shares to employees equally, rather than as a reflection of income. Start share accumulation on day one, not after a year. Compensate long-term temps with shares of the client company. Staffing services must not be used to rob employees of ownership rights that are due to them. Organized labor then shifts its culture from contention and worker protection to ownership and innovation. If union and employee-owned firms out perform traditional firms, traditional firms either follow or fail.

·     Pay Equity
Management pay and selection change in the new culture of ownership. Managers bid for their positions in open auction, with ties settled by a vote of the employees supervised. Innovations are paid separately after results occur, rather than including the expectation of innovation up front in management or professional salaries. The firm also provides education, with salaries paid to students in training. Shifting the financial risk and training more individuals where there is a shortage equalizes salaries. Pay and benefits compensate for the supply cost of labor for young families and older workers. Families with young children receive higher pay tied to child rearing, while older workers receive pay for longevity through stock accumulation rather than pay increases, ending the perverse incentive to fire the most productive employees as their salaries increase. Financial services, such as payroll lines of credit and employer financed home mortgages are provided to employee-owners as a retention bonus. In a perfectly competitive labor market, salaries are equal and allocation between professions ideal. These structures create that type of market, also ending discrimination in the workplace.

Housing is to be provided in different ways to young and to long-term employees. Younger employees are provided dormitories or apartments. Longer-term employees are offered environmentally efficient homes with food production facilities and a shorter day so that they may grow their own food. This philosophy, called Inter-Independence, establishes an interdependent workplace for the purpose of making each worker self-sufficient. Employees who grow their own food decide what they want to eat and grow it. Basement agriculture provides retirees a productive activity. Technology developed for space colonies is adapted for home use, including the conversion of waste into grass into fertilizer, hydroponics and artificial protein synthesis. Small animals are also raised, especially chickens and sheep. The home produces wool and cotton, which is processed with automated equipment. Habitat size is adjusted for growing and shrinking families.

Electric cars eliminate death due to car smog and auto accidents, provided that central control and power are supplied through overhead lines with the entire system partially or fully underground. Fund this system with a combination of public and private investment and integrate it with mass transit, offering drivers the best of both worlds. Cleaner burning coal, nuclear fission and emerging fusion technologies power the system and also provide electricity to individual homes.

After grade ten, young people either go down a vocational path or an academic path. Students in vocational training are sponsored by future employers and paid a salary. At age 20, after receiving a general education, some academic students enter the workforce, while others seek more advanced study, with training sponsored by future employers to the graduate level in exchange for a service requirement. In either case, students in training are provided housing and enjoy many adult rights, including the right to start a family. Medical students first train and work as nurses, then work more reasonable hours while in their post-graduate residencies because of this experience. Hospitals or health systems sponsor training and enough doctors are trained to influence the cost of medicine.
Mid-career workers are compensated with homes with food production facilities. Longevity compensation is through stock and dividends rather than through salary. Innovation is awarded through both cash and stock. If worker knowledge becomes obsolete, mortgage debts are forgiven and retirement funds fully funded so that retirement begins early. Intervention services are available for employees who under-perform or who lapse into addiction. Retired workers grow their own food, consult and continue to vote their stock, although surviving spouses are required to sell their stock back for an annuity, possibly to be set up through their house of worship. Young people learning how to grow food assist older retirees in managing their homes.

Either established consortia or new startups can use the advanced management practices presented in the discussions on twenty-first century living. Total Quality Management’s goal of driving responsibility to the lowest level is best matched by efforts to equalize pay. Otherwise, workers see through the hypocrisy and the program is doomed. Advanced recruitment and compensation methods are applicable to each type of operation, but in different ways. Older firms have access to capital but have to overcome an entrenched culture. Startups create a new culture but lack capital and have to compromise to obtain needed financing. Space exploration is the ideal venue to try 21st century housing, both for space and land-based personnel. ESOP structures are useful to buy out current owners or venture capitalists.

·     Coopertative Trade
Multi-national firms that become union or employee-owned convert their overseas subsidiaries out of self-interest. These firms seek out talent missed by the current regime and generally attract the best workers. This causes entire economies to shift to 21st Century Economics and a middle class to develop in the developing world. Union-owned multi-nationals develop a common market basket of goods for transfer pricing and to expose exploitation in trade and economic policy. Publishing this information affects currency markets, which stabilizes at a new equilibrium. Stable currency markets lead to agreements on money supply growth and make currency conversion possible.

Privatization in Russia failed because the Oligarchs were able to exploit new owners. The precepts of this book are useful to gradually restore ownership to Russian workers. In China, an evolving middle class eventually revolts, leading workers to demand renewed ownership stolen by party bosses. Firms that have not been privatized do so by awarding stock in relationship to tenure and holding it in trust until retirement, with representation on boards by occupational group and profit distribution for both labor and the ownership of capital. Outside capital is procured, but in a way that preserves the value of the worker investment.

Our comprehensive four-part approach:
  • A Value Added Tax (VAT) to fund domestic military spending and domestic discretionary spending with a rate between 10% and 13%, which makes sure very American pays something.
  • Personal income surtaxes on joint and widowed filers with net annual incomes of $100,000 and single filers earning $50,000 per year to fund net interest payments, debt retirement and overseas and strategic military spending and other international spending, with graduated rates between 5% and 25%.  
  •  Employee contributions to Old Age and Survivors Insurance (OASI) with a lower income cap, which allows for lower payment levels to wealthier retirees without making bend points more progressive.
  • A VAT-like Net Business Receipts Tax (NBRT), which is essentially a subtraction VAT with additional tax expenditures for family support,  health care and the private delivery of governmental services, to fund entitlement spending and replace income tax filing for most people (including people who file without paying), the corporate income tax, business tax filing through individual income taxes and the employer contribution to OASI, all payroll taxes for hospital insurance, disability insurance, unemployment insurance and survivors under age 60.

The solutions to the Social Security crisis offered by both parties involve increasing the savings rate, although the Republicans divert funds from Social Security taxes to do so while the Democrats offer incentives for additional savings and investment. Neither solution works in the long term, as the nature of the Social Security crisis is demographic rather than financial. To put the program on an even keel and to end the tragedy of abortion, alter the tax code to take the financial hardship out of having children and shift the responsibility for funding college from parents to future employers.

If President Bush had been serious about reforming Social Security he would have compromised to get his reforms past the Senate. Several of the possible compromises improve the program, although they would have alienated his base. First, link the employer contribution to average income, rather than individual personal income, and credit it equally for each full-time worker. Second, give workers the option of investing their personal retirement accounts in an Employee Stock Ownership Plan, rather than in an index fund, and require that representation on ESOP trusts and corporate boards includes factional representation for each type of employee (union, management, professional). Third, let Unions, rather than government sponsored brokers, manage the Personal Retirement Accounts of their members. Finally, since transition costs are most likely to be borne by wealthier taxpayers, either the personal income tax must be raised or the income cap on contributions to the trust fund eliminated.

The 2001 tax cut and the collapse of the tech boom have led to a financial crisis at the state and local level. This shows the inadequacy of state and local tax arrangements. In the future, align taxes more closely with the social purpose of spending programs. Income taxes, which are redistributional, fund redistributional activities like education, aid to families, social services and even corrections. Sales taxes fund services to business, including a portion of public safety, and urban revitalization, while property taxes fund infrastructure and a portion of public safety. This proposal is particularly useful in Virginia, where taxes are generally inadequate to fund needed services. Linking taxing and spending demonstrates this. Business income/value added taxes are another alternative to replace income and sales taxes, especially if the federal government acts first. In Virginia, taking the lead on this reform requires a state constitutional amendment and repeal of the anti-Catholic Blaine amendment barring direct support for religious schools.

Giving federal managers more discretion to promote non-competitively ends the extreme waste of time many applicants go through in applying for positions where the winning candidate is already pre-selected by management. Another reform designed to increase recruitment is to delete questions on past drug use from the Personal Security Questionnaire while pre-employment drug testing is be made universal. Failing a drug test leads to treatment, not to dismissal. The current drug-testing program is draconian. Sick leave rules are modified, with the introduction of disability insurance, so that employees do not build up huge leave balances in this area. Annual leave is brought more in line with the private sector, with a lowering of the leave entitlement and the introduction of holidays in the week between Christmas and New Years. Armistice Day is replaced with Black Friday and Columbus Day is abandoned. Finally, it is past time to mirror industry and reduce the workday for federal employees and contractors to 37.5 hours a week and eventually 35.

Later Topics

Professional Sports Teams and the Entertainment Industry
Celebrities still make big money in Cooperativism. The purpose of increasing equality is not to tear down the stars but to raise up new talent and support personnel. Teams are be bought out by their current and retired players in partnership with their home cities, to the extent that they play in publicly financed venues. Employee-ownership and a stronger team ethic increase pay equity. The entertainment industry also benefits from employee-ownership in the same way. A business income/value added tax credit is established for contributions to broad-based arts education, as well as for the training of up and coming talent. Ownership also helps prevent young talent from being exploited.

Education, Welfare and Religion
To effectively educate children, first make sure the parents are literate. All adults have a basic human right to literacy and to full financial support while they attain it. Tie public assistance to the pursuit of education, with social services available only through the schools. A system of Catholic adult education and vocational high schools can best provide these services. Vouchers are not the answer to school reform. The secret to reform is to organize the public school system the way that private schools are organized, with autonomous Principals reporting to school boards for each institution. Most functions are to be decentralized. Once this reform is enacted, private religious charter schools are funded through an increase in income taxes. School prayer in charter schools will be less of an issue, as will teaching of the “Intelligent Design” theory. This paradigm is more about religion than science (and is taught there with private funding). Teaching it in science class brings the debate on the interpretation of the scriptures to the realm of public decision, where the religious right will not really want it to be given the Sumeric origins of the creation myth found in Genesis.

Drugs, Mental Health and Crime
The War on Drugs is waged as much for cultural reasons as for public health. Like alcohol prohibition, it has not worked. A better alternative is mandatory treatment for addicts, as well as for the mentally ill. Mandatory treatment is preferable to using the prison system as the largest provider of mental health care services. Most crime has its roots in addiction, mental illness or illiteracy and is better treated in those arenas. Replace the insanity defense with a plea of guilty by reason of insanity. Non-acceptance of this plea by the prosecution must be reviewable. The state has proven itself incapable of providing mental health services. The Catholic Health Care system is a natural choice to step into the void, bidding as the prime contractor for private prison contracts for non-violent drug offenders and for the criminally insane.

Proof of God

We first examine the proofs of the existence of God that I find most convincing. The surest proof of God is on a personal level, the experience of grace. While this cannot be offered as evidence to another, if enough individuals share such a common experience it is best not to ignore it. Of course, all proofs come down to a personal choice as to whether the universe can exist on its own or is created, moment-to-moment, by a God who sustains existence itself.

Monday, August 10, 2009

Chrysler Proposals

I. Executive Summary


This proposal is presented to Cerberus Capital Management, LC, Daimler AG and the United Auto Workers to convert Chrysler Holding LLC to a substantially employee-owned and controlled company. 

At this hour, both Chrysler and General Motors are awaiting government review of austerity measures and have requested funding to stay afloat while car sales are down.  These measures have been negotiated with the UAW, however they have not been submitted to the rank and file for approval.  Additionally, both companies are behind in their funding of the health care trust fund, which is designed to allow them to shed long term obligations.  Traditionally, when employees are asked to give substantial concessions in order to save the company, they receive an increased ownership stake.  This case should be no different, although the approach I am proposing differs in one key respect – when Chrysler returns to profitability, the workers will be much better off than under any similar restructuring. 

In the short run, too much austerity will be counter-productive, especially if it is copied in other industries.  Systemic austerity will result in consumer uncertainty, making the purchase of durable goods – especially automobiles – an impossibility.  The measures proposed here will begin to literally pay dividends to employees as soon as sales increase, so that austerity measures are not permanent.  If such measures are replicated in other industries, the economic downturn could be shortlived.

Unlike traditional Employee Stock Ownership Plans, we propose taking advantage of existing pension assets to avoid extreme debt loads, which would occur under almost every other scenario to capitalize Chrysler.  We also propose several avenues for cost reduction, including the health care sector, which will set the standard for cost reduction for all of industry while maintaining quality of service and benefit levels. This is especially important in light of the recent shifting of responsibilities for health care costs from the company to the Union.  Our proposals avoid many of the pitfalls of other Union buy out plans, most notably United Air Lines, by changing the Union culture to welcome innovation and cost control while changing the Management and Professional cultures to introduce democratic structures more appropriate to employee-ownership than the traditional principal agent model and by linking compensation to results rather than position.  These innovations will provide the edge Chrysler needs to succeed in today’s troubled times. 

Prior to the current bridge loan, discussions took place regarding the merger of Chrysler and General Motors.  The proposals offered here are as applicable to such an arrangements as they are to Chrysler Holdings alone.  Finally, many of these proposals include the use of TARP funds, both because private financing will likely not be available to accomplish these proposals and to create assets which provide taxpayers some degree of security compared to an unallocated loan.

This proposal offers the following twelve propositions in the areas of Health Care, other Consolidation and Pay and Benefits reform:

1.  Purchase of health care providers for employees and retirees, including hospitals, managed care organizations, pharmacy operations and medical and nursing schools.  These new employees would receive same ownership and salary considerations as covered UAW employees and management.  Request additional TARP fund loans to finance this proposal.

2.  Inaugurate Medical Savings Accounts/Lines of Credit to pay or finance deductibles, alternative medicine and out of plan and optional health care.  Raise deductibles and credit limits based on income level.

3. Purchase dealerships with stock and cash and operate directly, considering employees within the Company pool.  Request additional TARP fund loans to finance this proposal.

4.  Move toward the point where the overwhelming majority of shares are held by the employees.  Convert 33% of current UAW and company pension trust funds for labor, professionals and management to Company stock.  67% will be held in reserve for pension benefits for spouses and surviving widows who will not have stock voting rights.  The stock shares will be voted by retirees and current workers or their proxy representative.  Create ESOPs for labor, professionals and management to make up the balance of the employee stake.  Request additional TARP fund loans to finance this proposal.

5.  Leverage Longevity Pay with a portion of dividends from equity shares.  Decrease wage levels accordingly (which then increases profit, some of which goes back to savings).  Establish a rate structure for government contracts whereby compensation over base pay is paid in stock and the stock purchase is built into the burden rate.

6.  Provide scholarships to all workers and dependents to 14th grade in university, community college, or private secondary school, as well as trade school for the non-college bound in exchange for a percentage cut in wage representing the average college and private school tuition costs experienced company-wide per employee for students in these situations. 

7. Recruit professionals and managers at 15th grade and provide tuition, room, board and books and supplies, as well as a stipend.  A percentage of tuition costs will be assumed by the firm, a portion by the United States and a portion by the student through loans which will be paid back automatically on a two years of work for every year of school basis.  During this time a smaller pension fund accrual will be distributed, until the educational repayment period is exhausted.  Students who do not complete their educations and/or their service requirement will be liable for the repayment of a student loan for the entire 1/3 share of tuition costs accrued and not yet repaid.  Request additional TARP fund loans to finance this proposal.

8.  Provide additional dividend paying stock to professional and management employees to provide a dividend to further compensate them for discounted value of their education expenses and cut salary equally.  For example, the discounted value of engineer X’s education was $Y.  Provide $Y worth of equity and then reduce the salary of X by the dividend stream produced by that stock.  Request additional TARP funds to finance this proposal.

9.  Increase incentives for innovation and performance by a healthy multiple of the current incentives and cut average salary for professionals and managers accordingly.  Develop rules for team sharing of incentives where applicable, including objective determination of rewards by an outside source.  Performance awards come in both cash awards and stock grants to capture the value of the lasting impact of innovation on profitability.

10.  Provide $500 per dependent per month (spouses and children under 20 unless emancipated earlier) and cut the base wage of each employee by the average dependent payment (with a floor for younger lower wage employees).

11.  Provide reduced interest rate mortgages.  Use TARP funds to leverage interest reductions.

12.  Provide housing for younger company employees who are not yet ready to purchase home or who are still in training.
 



Purchase by Chrysler, the UAW Health Trust Fund, Fiat (and G.M. if a merger is attempted) of health care provider organizations for employees and retirees, including hospitals, managed care organizations, pharmacy operations, group practices and medical and nursing schools.  The employees of these enterprises would receive the same ownership and salary considerations as covered UAW employees and management (see proposals below).  Request additional TARP fund loans to fianance this proposal.

Rationale:

Relying on outside providers requires reimbursement of their marketing costs and profit.  Including these services within the company limits these costs.  Additionally, medical malpractice becomes a matter of internal company discipline rather than outside litigation, greatly decreasing legal costs.  Company facilities are large enough to justify dedicated medical facilities for employees.  An added benefit is that covered medical facility employees, both doctors and SEIU members, would become a ripe market for the purchase of other Company products.  Finally, unexplained opportunities for cost control will present themselves with absorption of this major cost driver in the cost of labor.

Company ownership of pharmacies will also allow for more flexibility in purchasing drugs and increase the bargaining power for the benefit of the Company and its employees.

Using TARP funds for this purpose will provide the United States with real assets as security for much needed capital.

Implementation:

The Project Team will form a strategic alliance with the SEIU, which represents nurses.  It will identify SEIU serviced facilities which are geographically accessible to Company facilities and begin acquisition talks.  Facilities can be public, private or religiously based (Baptist Healthcare and Catholic Health Association).  The Project Team will also identify state and private medical and nursing schools which might be in financial difficulty to begin purchase talks. 

The Project Team will assess the value of buildings and grounds, as well as the value of the enterprise, then make offers leveraging the deal with both Company stock and UAW and SEIU pension assets.


Inaugurate Medical Savings Accounts/Lines of Credit to pay or finance deductibles, alternative medicine and out of plan and optional health care.  Raise deductibles and credit limits based on income level.  The total cost of high deductible insurance, medical savings accounts and medical line of credit contributions will be capped at current monthly health care expenses for comprehensive insurance coverage.

Rationale:

One major cause of the rise in health care costs is the lack of an incentive for cost control.  Comprehensive plans hide the impact of cost escalations for doctor visits, malpractice costs and pharmaceuticals.  The proposal to absorb medical facilities will mitigate some, but not all of these costs.  To make consumers smart shoppers, they must be accountable for more of the cost of care.  In order to do this effectively, however, out of pocket costs should not be increased directly, as this will be unacceptable to employees.

Implementation:

The Project Team will devise a health care proposal to mitigate direct impact of higher co-payments for prescriptions and office visits to include both medical savings accounts funded by both the company and the employee and medical lines of credit, which would be funded by the employee up to an annual limit, after which the company would fund non-optional costs.  Optional costs are items not traditionally funded by health care plans, such as massage therapy, experimental therapy and alternative medicine, as well as uncovered office visits for certain types of health care.

The Project Team will work with providers to create a single swipeable health insurance card to access to medical savings accounts, medical lines of credit and catastrophic insurance.  Such a card will decrease the need for insurance specialists in individual provider offices and prescreening for insurance at associated pharmacies.  The Project Team will propose the allotment of services between these three legs of the plan for negotiation, agreement and ratification. 



Purchase dealerships with stock and cash and operate directly, considering employees within the Company pool.  Request TARP fund loans to finance this proposal.

Rationale:

This increases the stock ownership pool and allows dealership workers to unionize and to gain the benefits of a larger pension plan.  It also expands the health insurance pool, including younger workers who will decrease average costs.  Finally, it allows for a more seamless information flow between dealers, manufacturing and engineering, potentially improving product quality. 

Implementation:

The Project Team Real Estate Advisor will value the complete real estate portfolio of Dealer Franchises.  The Project Team, with the cooperation of the Company auditor, will, determine the financial value of each dealership, less net land value, and recommend the number of shares to be exchanged for the ownership of each franchisee.  The Company will tender offers to each franchisee.  The Project Team will secure the services of an arbiter for any disputes.  The Project Team will make clear that failure to convert will result in the loss of the franchise relationship.

The Project Team will calculate the size of franchisee pension assets to be absorbed into the UAW pension fund and Company stocks.  The Project Team value these contributions accordingly as part of the negotiation process to purchase franchises.

The Company will enroll franchise service personnel into the UAW and sales and financial personnel into the appropriate professional group so that these groups may vote their individual shares.

Using TARP funds for this purpose will provide the United States with real assets as security for much needed capital.



Concentrate a portion of pension fund ownership in newly created Chrysler stock.  Convert 33% of current UAW and company pension trust funds for labor, professionals and management to Company stock.  67% will be held in reserve for pension benefits for spouses and surviving widows who will not have stock voting rights.  The stock shares will be voted by retirees and current workers or their proxy representative.  Create ESOPs for labor, professionals and management to make up the balance of the employee stake.  Request additional TARP fund loans to finance this proposal.

Rationale:

This provision gives Company employees a stake in the cost savings proposals cited above, while still maintaining a secure pool of diversified shares for surviving spouses, who should not have voting rights.  Retirees are given voting rights because their experience with the firm will be valuable.  Further, by giving them a voting share and making their pension profits dependent upon the profitability of the Company, they have an incentive to support these changes while management has an incentive to provide high enough benefits to keep the retirees happy.

Implementation:

The Project Team will calculate the total number of accumulated work hours for current workers in each sector (including health care and dealership employees added to the Company under the first three proposals) using payroll and dealership data. 

The Project Team will calculate the retiree sector share based as the number of total hours worked times one-half the total amount of pension assets already used divided by one-third of their total pension assets for retirees and survivors based on life expectancy using employee benefit and pension fund data. 

The Project Team will use these totals to calculate the ownership stake for each sector. 

The Project Team will determine the value of 33% of each pension fund for each sector, including 401(k) funds and existing ESOPs.  Upon agreement between labor and management, the pension advisor for each sector will convert these funds into stock of the Company, holding the remainder in diversified assets. 

The Project Team will determine the difference between the shares owned by each sector and the ownership stake agreed to above.  Retirees shall be entitled to 100 percent coverage in of their ownership stake in voting stock (which equals 33% of their total pension assets).  The Project Team will make arrangements to create an ESOP trust to purchase the necessary shares for each sector.  As private sector financing is almost impossible to come buy, TARP funds will be used to finance the ESOP Trust.

The Project Team will draft proposed language to amend ERISA allowing trustees to vote for the total best interest of the beneficiary rather than just the best fiduciary interest.

Using the sector calculation rules above, the Project Team will determine individual entitlements based upon work hours to date, which shall be reviewed by labor, management and professional society representatives for agreement and ratification.

The Project Team will education Union leadership and the rank and file on the ownership mindset required to effectively discharge their new role within the company.


Leverage Longevity Pay with a portion of dividends from equity shares.  Decrease wage levels accordingly (which then increases profit, some of which goes back to savings).  Establish a rate structure for government contracts whereby compensation over base pay is paid in stock and the stock purchase is built into the burden rate.

Rationale:

One of the main economic drivers behind job loss for middle aged professional workers and union job loss to overseas plants is the cost of longevity pay, which increases salary based upon tenure.  It is more expensive to get older, but funding this expense with wages provides an incentive which can lead to disaster for many workers.  Transferring a portion of this pay to ownership dividends by funding stock rather than pensions allows a portion of these payouts to be distributed prior to retirement, while a percentage may be reinvested for future retirement earnings and enhanced voting power.  Lowering the wage allows more funds to be diverted toward stock grants and dividends.  Additionally, paying some of these dividends now provides a direct incentive toward increased productivity and even increased automation, as well as making health plan changes more palatable for the rank and file employee.

Implementation:

The Project Team will calculate what portion of the current salary structure for professional, management and union employees is due to longevity and the dividend stream required to replace this amount at various levels of seniority, yielding stock grant amounts for each level.  The Project Team will calculate the stock grant and salary for each employee and will present the package to a review team made up of labor, management and professionals for review, agreement and ratification.  Note that stock grant shares shall be non-transferable until retirement or termination, but dividends may be payable immediately.

The Project Team will draft proposed changes to ERISA which prevent or penalize the distribution of dividends held for retirement and present these to policy makers.

The Project Team will draft proposed changes to the FAR to assure that firms who undertake this reform are not penalized and present these to policy makers.


Provide scholarships to all workers and dependents to 14th grade in university, community college, or private secondary school, as well as trade school for the non-college bound in exchange for a percentage cut in wage representing the average college and private school tuition costs experienced company-wide per employee for students in these situations. 

Rationale:

A major driver behind the need for longevity benefits is the need to fund education for ones children.  Removing this cost from the family budget eliminates the need to pay higher wages for longevity.  Additionally, group purchasing of education allows greater buying power, thus limiting the explosive growth in education costs.

Implementation:

The Project Team will examine the company benefits office and recommend its optimum size to handle the additional workload for this task and will provide supplemental staff for the project period to train permanent and temporary benefits employees.  Each employee will be able to register his or her dependents in this program.  The Project Team will form relationships with all schools near company facilities and negotiate payment arrangements which are more advantageous than individual students can make.  The Project Team will also assess the requirement for additional university instructors to meet these needs and will create a recruiting program for experienced and retired professional employees to serve as adjunct faculty members in these institutions. 


Recruit professionals and managers at 15th grade and provide tuition, room, board and books and supplies, as well as a stipend.  A percentage of tuition costs will be assumed by the firm, a portion by the United States and a portion by the student through loans which will be paid back automatically on a two years of work for every year of school basis.  During this time a smaller pension fund accrual will be distributed, until the educational repayment period is exhausted.  Students who do not complete their educations and/or their service requirement will be liable for the repayment of a student loan for the entire 1/3 share of tuition costs accrued and not yet repaid. Request additional TARP fund loans to finance this proposal.

Rationale:

The best and the brightest students are often overwhelmed by the prospect of the cost of higher education.  Offering employment prior to graduation allows Human Resources to lock sooner.  Doing so also removes the rationale for providing higher salaries due to the possession of higher education, as the now employee-owned company assumes the financial risk of the educational experience and allows these students a higher standard of living than is currently possible.  It also imposes a dose of realism on the personal level, so that students may be less likely to indulge in risky behavior with the responsibility that comes with a career.  For those who do not get the hint, employee assistance programs can be utilized at an earlier age.

Implementation:

The Project Team will devise a plan to begin campus recruiting at an earlier age, including proposed salary levels for students and entry level professionals, new loan instruments and revisions to existing loan instruments.  This effort will also dovetail with Proposal 6 in the forming of relationships with universities in order to obtain discounted tuition and fees. 

The Project Team will work with the Departments of Education and Labor to create a pilot program to partially fund tuition, since a vast quantity of current financial aid arrangements will no longer be needed if such a plan were adopted industry-wide.

Note that this program will also be used to fund nursing and medical education in company sponsored facilities described in Proposal 1.

It will be necessary to increase funding for Employee Assistance programs, which will become available to student-employees.

The Project Team will generate materials to recruit and screen rank and file workers who are capable of pursuing advanced education but who have lacked the opportunity to do so.   The Project Team will devise a program to allow current employees to transfer their educational debt to this program, thus providing them with a level of additional financial security.  TARP funds will be used to leverage student loans, which may not be available from the banking system at this time.


Provide additional dividend paying stock to professional and management employees to provide a dividend to further compensate them for discounted value of their education expenses and cut salary equally.  For example, the discounted value of engineer X’s education was $Y.  Provide $Y worth of equity and then reduce the salary of X by the dividend stream produced by that stock.  Request additional TARP funds to finance this proposal.

Rationale:

The benefits to providing higher education should result in lower salary costs, but not less compensation.  Additionally, current professional and managerial employees are paid premium salaries for their educational attainment.  A portion of these salaries can be reduced and replaced with stock dividend payments.  This takes additional incentive away to outsource professional duties to India or to bring in lower wage H-1B workers.  Such a provision also spreads salary cuts to the white collar sector, which is required to reduce the resistance of UAW and SEIU personnel to wage concessions.

Implementation:

The Project Team will audit each professional employees’ educational expenses and calculate their net present value and the value of dividends resulting from a stock grant of that value.  The company will fund that value with a stock grant debiting Retained Earnings and lower the salaries of these workers by the amount of the dividend stream resulting from these stocks, some of which being reinvested to produce an increasing dividend from this program.  If Retained Earnings are not available for this purpose, create an Educational ESOP or other debt instrument for this purpose, which may involve proposing amendments to ERISA.  In this case, a portion of the dividend stream will be required to repay the ESOP financing, which will be provided using TARP funds.  The Project Team will arrange for any necessary financing for such an ESOP. 


Increase incentives for innovation and performance by a healthy multiple of the current incentives and cut average salary for professionals and managers accordingly.  Develop rules for team sharing of incentives where applicable, including objective determination of rewards by an outside source.  Performance awards come in both cash awards and stock grants to capture the value of the lasting impact of innovation on profitability.

Rationale:

Current incentive systems reward creativity mostly by salary, offering only small performance incentives for patents and other innovations.  The result is a clear message that creativity must be according to the master plan and innovation outside of these lines is not allowed.  The result of this paradigm is the loss of global market share, with Toyota now leading all American automakers in both sales and innovation, particularly in the area of fuel economy.  Reducing base salaries while increasing performance awards will encourage outside the box thinking for engineering and management, as well as for line workers, who might be sources of innovation.  Introducing group incentive plans will increase collaboration and will guard against group sabotage by jealous co-workers.  Finally, objective determination of awards and using outside evaluators guards against the perception that performance awards are used to reward conformity or based upon management favoritism.

Implementation:

Create a task force with Union locals, professional associations and management to determine performance benefit rules, facilitated by the Project Team.  This task force will negotiate an agreement establish procedures under which rewards are calculated and create a permanent staff to estimate and a permanent body to review these awards.  The main criterion to earn an award is an increase in the profitability of the enterprise, either in terms of innovation/sales generation and loss avoidance.


Provide $500 per dependent per month (spouses and children under 20 unless emancipated earlier) and cut the base wage of each employee by the average dependent payment (with a floor for younger lower wage employees).

Rationale:

Aside from health care costs, the major driver behind the movement of jobs offshore is high wages.  A major driver behind the desire for high wages is the need to support growing families.  The education benefits cited in Proposal #6 will reduce much of this need.  Further subsidizing families directly will target resources to those who most need them for the time they are needed, making domestic workers more competitive in the long term as direct pay is reduced in favor of payment for innovation and stock ownership.

Implementation:

The Project Team will work with the payroll department to calculate wages for all current workers.  First, the amount of money in the dependent benefit pool will be calculated using tax withholding and insurance information.  Tax benefit and cost figures will be included in this calculation.  Second, the average dependent cost per worker will be calculated (both net and gross).  Third, these factors will be applied to current wage and salary levels to generate a proposed net and gross salary for each worker and class of workers.  The results of this salary study will be presented to the labor, professional and management sectors for discussion, negotiation, agreement and ratification.

The Project Team will also propose legislation to increase tax benefits for dependents at the federal and state levels and will mobilize labor and management organization efforts to bring these proposals to policy makers.


Provide reduced interest rate mortgages.  Use TARP funds to leverage interest reductions.

Rationale:

A major cost driver in the need for higher salaries is the cost of housing.  In the current economy, many workers are unable to find credit for the purchase of housing, regardless of credit worthiness.  Additionally, some workers are ignored by mainstream financing or preyed upon by sub-prime lenders based on their demographics.  The provision of mortgages by the company or its surrogates, in cooperation with an aggressive stock ownership plan, provides incentives for longevity.

Implementation:

The Project Team will devise a program to purchase existing mortgages and offer mortgages for the purchase of new and existing housing at a reduced rate which will compensate the company for lost profits to non-employee shareholders, taking interest deductibility into account.  The Project Team will calculate mortgage terms to coincide with the full funding of retirement assets in the stock ownership and diversified pension plans.  The Project Team will arrange for financing through existing Credit Union and Company-owned Mortgage providers at a subsidized rate.  Use TARP funds to leverage interest rate reductions.

The Project Team will also propose legislation to allow companies to claim tax benefits for providing home mortgage interest to employees at a reduced rate at the federal and state levels and will mobilize labor and management organization efforts to bring these proposals to policy makers.


Provide housing for younger company employees who are not yet ready to purchase home or who are still in training.

Rationale:

As mortgages are harder to get, more families are entering the rental market, which will further increase the cost of rental housing, thus pricing younger workers out of the mainstream rental market and into group housing situations which are not conducive to employee well-being.  Additionally, providing housing for students and younger employees in the process of working off an educational debt is synergistic with Proposal Number 6, where student housing costs will be provided by the Company.  Providing such housing also bridges the gap between the beginning of work and eligibility for the mortgage program in Proposal Number 11.

Implementation:

The Project Team will perform market research for apartment facilities in areas in close proximity to educational institutions and work sites with large numbers of younger employees, student-employees and trainee/apprentices.  The Project Team will survey the level of interest of these individuals for employee-sponsored housing.  Where such a need is expressed, the Project Team will perform a lease/buy analysis on likely properties, provide recommendations to the Company and execute Company decisions, offering leased housing interested individuals with rental deducted from the employee paycheck as applicable.  The Project Team will also hire building management staff as appropriate.  Undoubtedly, there are buildings which are now owned by TARP which can be sold to Chrysler for this purpose.

III.  Overall Approach

A.  Team Formation

1.  Utilize Existing Supporting Organizations

To the greatest extent possible, the Project Team will be composed of internal organizations and consultants currently supporting Chrysler, Cerberus, the UAW, the SEIU including investment advisors, mortgage bankers and underwriters.  Using existing assets will build new competencies into the current system, lessening the need for long term relationships with additional consultants.

2.  Recruit Project Consultants

Where there are experience gaps in existing support networks, outside consultants will be recruited to fill them with the consent of both management and labor, with each sector sharing the costs.

3.  Team Orientation

After the Project Team is formed, the Project Director will conduct intensive training and discussion with Project Team members, as well as leaders from ownership, management, labor and the United States, until initial buy-in is achieved.  Bindner Analytics recognizes that not all proposals will achieve leadership buy-in at first.  We believe that as initial proposals are adopted and prove salutary, then duplication will occur across industry.

B.  Assessment of Current Legal Instruments and Procedures

e remaining proposals will be reconsidered and adopted as well.
Project Team members will review all current legal instruments and procedures, including the labor contract, company procedures and government regulations.  All team member work products will be discussed in a team setting, with the Project Director or his designee facilitating these discussions. Team members will identify all current provisions which must be modified to implement project proposals, as well as obstacles that either cannot be overcome or which can only be overcome with changes to law or regulation. 

C.  Drafting of New Legal and Financial Instruments and Procedures

New language will be drafted by responsible Project Team members, working closely with the Project Director.  Work products will be discussed in a team setting, with each sector contributing work to each document and the Project Director or his designee facilitating these discussions.  Proposals for regulatory and legal reform will be brought to the attention of the Secretary of the Treasury and legislators from states where Chrysler has a significant presence.  Discussions will be complete as work products are accepted by ownership, management, labor, the United States (where applicable).  An implementation schedule will be developed by the project team, based on the ease of implementation, with “easy” items being implemented first.  Part of the implementation plan will be the development of training materials to train management, human resource and union professionals and to orient rank and file employees so that they can intelligently consider ratification of these proposals and can begin to behave as employee-owners.

D.  Training and Orientation of Management, Professional and Union Personnel

1.  Train the Trainer

Management and Labor will identify personnel to train plant managers, former franchisees, supervisors, department heads and shop stewards.  These individuals will be trained by Project Team members and the Project Director.  Trainers will then train the next round of personnel in Auburn Hills.

2.  Rank and File Training

Plant, department and union leadership at the local level will then train professionals, rank and file employees, and newly acquired employees. 

E.  Final Ratification by Union Members, Daimler AG and Cerberus

Final implementation of individual proposals will commence after ratification by union membership and ownership and upon receipt of any required governmental and private funding.

F.  Continuing Consulting Relationship

Bindner Analytics will continue to make personnel available as formerly rejected proposals are reconsidered and adopted, and as Chrysler acquires additional units which require integration into the new corporate culture and legal structures.

III.  Qualifications of Project Director

Michael Bindner is the Principal of Bindner Analytics.  He was the founder and Executive Director of the Iowa Center for Fiscal Equity, which provided proposals to the President’s Task Force on Tax Reform and the Commission to Strengthen Social Security.  He is the author of Musings from the Christian Left, which provides a conceptual outline for most of the proposals presented here.  He holds a Master Degree in Public Administration from the American University in Washington, DC and a Professional Designation in Cost Analysis and Price Analysis from the Air Force Institute of Technology.  He has contributed opinions published in America Magazine and Business Ethics and is a member of the Capital Ownership Group, an online think tank sponsored by Kent State UniversityThere is no other source for many of the proposals advanced here.