Public Hearing - February 6, 2012

    


       1      BEFORE THE NEW YORK STATE SENATE
              STANDING COMMITTEE ON INVESTIGATIONS AND
       2      GOVERNMENT OPERATIONS

       3      -----------------------------------------------------

       4                         PUBLIC HEARING

       5              TO EXAMINE EXECUTIVE COMPENSATION AT
              NOT-FOR-PROFIT ORGANIZATIONS RECEIVING STATE FUNDING
       6      AND THE ACTIONS NEEDED TO PREVENT STATE TAX DOLLARS
                     FROM BEING WASTED ON EXCESSIVE SALARIES
       7
              -----------------------------------------------------
       8

       9                       Legislative Office Building
                               Van Buren Hearing Room A - 2nd Floor
      10                       Albany, New York  12247

      11                       February 6, 2012
                               11:00 a.m. to 1:00 p.m.
      12

      13
              PRESIDING:
      14
                 Senator Carl L. Marcellino
      15         Chair

      16

      17

      18      SENATE MEMBERS PRESENT:

      19         Senator Daniel L. Squadron (RM)

      20         Senator Lee M. Zeldin

      21         Senator Ruben Diaz

      22

      23

      24

      25







                                                                   2
       1      SPEAKERS:                               PAGE QUESTIONS

       2      Michael Cooney                             7      21
              Partner
       3      Nixon Peabody, LLP

       4      Douglas Sauer                             48      68
              CEO
       5      New York Council of Nonprofits

       6      James Lytle                               89     104
              Partner
       7      Manatt, Phelps & Phillips, LLP
                   Testifying on behalf of:
       8           Association for Community Living;
                   Black Agency Executives;
       9           Catholic Charities of the
                        Archdiocese of New York;
      10           Catholic Charities Neighborhood
                        Services, Diocese of
      11                Brooklyn & Queens;
                   Coalition of Behavioral Health Agencies;
      12           Family Planning Advocates of NYS;
                   Federation of Protestant Welfare Agencies;
      13           Human Services Council of NY;
                   Long Island Coalition of
      14                Behavioral Health Providers;
                   Mental Health Association of NYC;
      15           Mental Health Association
                        of Westchester;
      16           NYS Coalition for Children's Mental
                        Health Services;
      17           NYS Council for Community Behavioral
                        Healthcare;
      18           Supportive Housing Network of New York;
                   UJA Federation of New York;
      19           United Neighborhood Houses of New York

      20
              Jayne Cammisa                            122     127
      21      Registered Nurse, Westchester County
                   Health Care Corp.;
      22           NYS Nurses Association Union
                   Council Officer
      23      Christine LaPerche                               127
              Nursing Representative
      24      New York State Nurses Association

      25                            ---oOo---







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       1             SENATOR MARCELLINO:  Good morning.

       2             Can everybody hear?

       3             Can you hear me in the back?

       4             UNIDENTIFIED SPEAKER:  Yes.

       5             SENATOR MARCELLINO:  Okay, that's fine.

       6             My name is Senator Carl Marcellino.  I am the

       7      Chair of the Committee on Investigations.

       8             We welcome you to the hearing on executive

       9      compensation.

      10             Joined with -- joining with me today are my

      11      colleagues, Senator Squadron, who is a ranking

      12      member; Senator Ruben Diaz; and, Senator Lee Zeldin.

      13             We are here to discuss the issue of executive

      14      compensation for not-for-profit organizations

      15      receiving State funding, and the actions that might

      16      be needed to prevent any State tax dollars from

      17      being, we put in quotes the word, "wasted" on

      18      excessive salaries.

      19             We've all seen stories in the media regarding

      20      certain groups, where the salaries and compensation

      21      for executives and their families seem to outstrip

      22      the amount of money that's in their budget, but

      23      being used by -- and they're spending, basically,

      24      State tax dollars doing it.

      25             So, we want to make sure that the tax dollars







                                                                   4
       1      go towards the function for which they were

       2      designed; and that is, to provide a service to the

       3      public, to provide help to those who are in need,

       4      and not to pay off school loans, or the family

       5      members of some executives in various organizations,

       6      as was reported recently in "The New York Times," in

       7      a story.

       8             So, we're just here to ask some questions.

       9             Preconceived notions, we don't have.

      10             We are looking for advice from you.

      11             We have some speakers who have volunteered to

      12      come in and testify, and I appreciate that.

      13             That's good.

      14             SENATOR SQUADRON:  You're joined by your

      15      echo.

      16             SENATOR MARCELLINO:  My echo has joined me.

      17             My wife always says I have an alter ego.

      18                  [Laughter.]

      19             SENATOR MARCELLINO:  I'll keep talking until

      20      that echo disappears, Mr. Tech?

      21             Okay.

      22             We have testimony that has been submitted by

      23      organizations who are not here today, but they did

      24      submit written testimony; one of which is the

      25      New York State Rehabilitation Association, by their







                                                                   5
       1      CEO, Jeff Wise.

       2             We have testimony submitted by -- on behalf

       3      of the following organizations:

       4             The Human Services Council of New York City;

       5             The Lawyers Alliance;

       6             Not-For-Profit Coordinating Committee of

       7      New York;

       8             The UJA Federation of New York;

       9             And, The United Way of New York.

      10             And, there was one other...

      11             A group, submitted by Dan Luckens,

      12      executive director of Camp Venture, Incorporated,

      13      which is a not-for-profit organization serving

      14      adults and children with developmental disabilities.

      15             This testimony will go into the record and be

      16      part of the final report of the Committee.

      17             Our first speaker for today -- and each

      18      speaker has been asked to limit their time to about

      19      five minutes, to read, or summarize, their written

      20      statement; and, we thank them in advance for those

      21      who have submitted their testimony in advance, and

      22      then standing for questions and answers.

      23             The first speaker will be Michael Cooney,

      24      partner of Nixon Peabody, LLP.

      25             Mr. Cooney.







                                                                   6
       1             MICHAEL COONEY:  Good morning, Senators.

       2             SENATOR MARCELLINO:  Good morning.

       3             MICHAEL COONEY:  It's a pleasure to be here

       4      today, and I appreciate the opportunity, especially

       5      after the exciting win last night.

       6             It's good be a New Yorker.

       7             My name is Mike Cooney.  I'm a partner with

       8      the law firm of Nixon Peabody, LLP, and the head of

       9      its higher education and tax-exempt organizations

      10      practice.

      11             My work concentrates on the affairs of

      12      nonprofit and tax-exempt organizations, their donors

      13      and supporters.

      14             And, I've had the privilege, not only of

      15      doing this work with the organizations, but serving

      16      as well on a number of nonprofit boards.

      17             I've also have recently had the honor of

      18      serving on Attorney General Eric Schneiderman's

      19      Leadership Committee for Nonprofit Revitalization.

      20             As one who strongly believes in the value of

      21      the nonprofit sector to the people of state of

      22      New York, I urge the members of your Committee to

      23      evaluate and incorporate in your decision-making the

      24      existing processes and structures intended to ensure

      25      the fidelity of nonprofit executive compensation to







                                                                   7
       1      mission and performance.

       2             In my personal experience, the vast majority

       3      of nonprofit executives are indeed undercompensated

       4      for the value that they bring to their organizations

       5      and the communities that they serve.

       6             Importantly, there is already a legal

       7      structure in place, in practices, to assure the

       8      reasonableness of their compensation.

       9             What is needed in the state, in my personal

      10      opinion, is a better understanding of this

      11      structure, and vigorous enforcement of the laws that

      12      already exist.

      13             At the time of this writing, as you well

      14      know, the Governor's promulgated an executive order,

      15      eliminating the amount of State funding to the first

      16      $199,000 of compensation to provider executives.

      17             The definitions of "compensation" and

      18      "executive" have been left to rule-making authority

      19      of -- I believe it's at least nine different State

      20      agencies.

      21             The basis for the $199,000 figure is somewhat

      22      unclear, and the State budget contains similar

      23      limitations as conditions of funding.

      24             The people of the state of New York and its

      25      nonprofit providers deserve better; deserve a better







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       1      system.

       2             And through legislative action, it would be

       3      possible to bring greater certainty and impact to

       4      the expenditure of those State funds.

       5             New York law already imposes on nonprofit

       6      corporate governing boards the responsibility to

       7      assure that executive compensation is reasonable and

       8      commensurate with the services performed.

       9             New York law generally provides that officer

      10      salaries must be fixed by a majority of the entity's

      11      entire governing board.

      12             Loans to nonprofit executives are, generally

      13      speaking, prohibited.

      14             And most importantly, as was demonstrated in

      15      the case of Adelphi University back in 2007, the

      16      State has the power to remove fiduciaries of

      17      nonprofits for, among other things, approving

      18      excessive compensation.

      19             Currently, though, State law does not

      20      delineate procedures to ensure compliance with these

      21      requirements.  But, those organizations that are

      22      public charities, under Internal Revenue Code,

      23      Section 501(c)(3), are already familiar with a

      24      decade-old regime that arises under Code

      25      Section 4958, which establishes reasonable







                                                                   9
       1      compensation.

       2             That statute sets forth a process, which, if

       3      used, creates a rebuttable presumption that the

       4      compensation approved is reasonable.

       5             That rebuttable presumption of reasonableness

       6      has three core requirements, rather straightforward,

       7      that create a reasonable and effective rubric for

       8      setting executive comp.

       9             Under the first, a group of board

      10      fiduciaries, independent of the individuals who are

      11      being compensated, is made responsible for dealing

      12      with the issue of setting comp.

      13             Commonly, this is done through a delegation

      14      to a compensation committee, especially charged by

      15      the board with the responsibility for monitoring and

      16      overseeing the process.

      17             The process is done with access to all

      18      relevant financial and performance information, and

      19      can be very complete and comprehensive.

      20             The fiduciaries work under a compensation

      21      policy, declaring that all compensation of the

      22      organization must be reasonable, and setting the

      23      percentiles in which the compensation arises.

      24             The second prong looks to comparables,

      25      because, even if you have a very independent and







                                                                   10
       1      thoughtful, motivated fiduciary, they need good

       2      information.

       3             That process requires the individuals of,

       4      say, the compensation committee, to look at

       5      comparable positions at comparable organizations for

       6      levels of pay.

       7             This information is already available because

       8      of IRS reporting on Form 990.  It's available

       9      through the attorney general's website.

      10             My kids can get to the information on

      11      guidestar.org; although, I will admit their ability

      12      to read the information is not as strong as one

      13      would need to have.

      14             The bottom line is:  Through that process, or

      15      even hiring compensation consultants independent of

      16      the management of the organization, there is the

      17      ability to get good, effective information, provided

      18      under penalties of perjury on the information

      19      return, in order to benchmark the executive comp for

      20      your particular organization.

      21             Finally, the third prong of the test under

      22      the IRS rules, is that all those committee

      23      deliberations need to be set forth in writing.

      24             And, we work with our clients quite a bit, to

      25      make sure that all of that process -- it's easy







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       1      enough to use a template -- is properly set forth,

       2      that the absence of conflicts are noted, that those

       3      comparables are set forth and attached; so, that, in

       4      one place, an organization has somewhere to go to

       5      look at the complete review of the executive's comp,

       6      and, why, for this executive, at this time, and this

       7      organization, it's reasonable.

       8             With respect to transparency, I want to

       9      emphasize that these compensation levels are not

      10      hidden from public view, as one might suspect in the

      11      various news reports.

      12             Most charities are required to report, in

      13      detail, compensation of board members, officers, key

      14      employees, and others, on that IRS Form 990, which,

      15      as I mentioned, is also incorporated in the filings

      16      with the New York State Attorney General Charities

      17      Bureau.

      18             So, therefore, State regulators and the

      19      public currently have ready access to information

      20      for many of these entities.

      21             With respect to enforcement, all of these

      22      approval and reporting mechanisms are of little

      23      value if the State fails to pursue a consistent and

      24      vigorous enforcement path.

      25             The Governor's creation of a task force in







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       1      August, this past year, occurred in the context of

       2      serious questions about the million-dollar salaries

       3      and benefits paid to two brothers running a

       4      nonprofit.

       5             Concerns about high levels of compensation at

       6      that organization, however, were already well known.

       7      Indeed, it appears in the press reports, that there

       8      was already a corporate-integrity agreement in

       9      place, with requirements for periodic reports and

      10      compliance.

      11             Why those compensation practices were allowed

      12      to continue is a question, not only for your

      13      Committee, but for all the right-minded nonprofits

      14      and their boards all across the state.

      15             I would simply ask that the exceptions not

      16      prove the rule.

      17             Finally, in conclusion:  I ask the Committee,

      18      respectfully, to consider the proposals emanating

      19      from the nonprofit sector.  Much of this work has

      20      already been done through our structures already in

      21      place.

      22             New York law should supplement and strengthen

      23      those existing federal requirements without imposing

      24      significant new costs and burdens which don't inure

      25      to the benefit of the people.







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       1             The nonprofit sector in New York State

       2      understands the importance of demonstrating the

       3      appropriate use of these scarce and, in these times,

       4      precious resources entrusted to them.

       5             The imposition of blanket rules or

       6      limitations on executive compensation would do more

       7      harm to the process than help it, to the detriment

       8      of all New Yorkers.

       9             And with that, I would like to thank you for

      10      the opportunity to hear me out on this issue, and

      11      greatly appreciate your having a hearing on it.

      12             Thank you.

      13             SENATOR MARCELLINO:  Again, we appreciate you

      14      coming, and we thank you very much for your time and

      15      your testimony.

      16             Just to make some clarifications, and then

      17      I'll let my colleagues make statements, if they

      18      would like.

      19             Just to point out, that, in 2010, the

      20      Division of Budget found that, at not-for-profit

      21      organizations under contract with the State Mental

      22      Hygiene agencies, there were 1,926 employees with

      23      salaries greater than $100,000 a year.

      24             That's -- their salaries totaled

      25      324.6 million, in total.







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       1             The majority -- we all understand, and we

       2      make the statement declaratively:  The majority of

       3      the over 140,000 not-for-profits providing services

       4      to the State, and to our residents, that are listed

       5      with the IRS, are doing a fantastic job.

       6             We're not arguing with that.  They do a great

       7      job; they do a fine job.

       8             As always, we are looking for those that are

       9      abusive of the system, and we're trying to figure

      10      out ways to best curtail the abuses.

      11             I think that's what we're looking for.

      12             We recognize the service provided by the

      13      not-for-profits and the quality of their service;

      14      and, as I said, 99.9 percent of the time.

      15             It's that .1 percent that causes most of our

      16      problems.

      17             I found out, when I was teaching school, that

      18      the -- 99 percent of the kids in the school were

      19      there for an education.  It was the 1 percent that

      20      drove everybody crazy.

      21             And, that's the kind of thing we're dealing

      22      with, constantly, in this -- in this state.

      23             As far as the $199,000 salary set by the

      24      Governor for his limit, in his executive proposal,

      25      it is my understanding that that came from, and I







                                                                   15
       1      could be wrong, but it --

       2             And I don't mean to put words in his mouth.

       3      He can do that for himself, quite eloquently.

       4             -- but, it was my understanding that the

       5      $199,000 was the top pay that any federal person,

       6      who was, like, the second in command under a

       7      commissioner, could make, at the federal level.

       8             And, he chose that as the cut-off point for

       9      his proposal.

      10             So, that, I think, is where that came from;

      11      so, we can bring that to a point.

      12             But, now, I would like to turn it over to my

      13      colleagues who might want to make some opening

      14      statements.

      15             Senator Squadron.

      16             SENATOR SQUADRON:  Thank you very much to the

      17      Chair for convening this.

      18             I think that, both, from the testimony we've

      19      already gotten from the turnout today, this is an

      20      issue that absolutely has to be dealt with, as the

      21      Chair has said, and is, maybe, a little more

      22      complicated than it seems at first.

      23             So, the opportunity to really dig into it is

      24      deeply appreciated, and, I want to thank the Chair

      25      for that.







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       1             I think that one of the key questions here --

       2      there's -- there are, really, going to be two

       3      questions today.

       4             And the first one is:  Is there a problem?

       5             And I think that the news reports, et cetera,

       6      have shown that, clearly, there is some sort of

       7      problem, but:  How big is that problem?  And, how do

       8      we deal with that?

       9             I think the second one, frankly, is:  Is the

      10      solution really as concerning as all that?

      11             And, I think that the Governor deserves a lot

      12      of credit for stepping in, in his first year, on

      13      this issue, and putting something forward that is

      14      going to change the status quo.

      15             And I think that what we're seeing today, is

      16      the way in which that change is going to have a

      17      ripple effect through the nonprofit sector.

      18             I think we all agree that the nonprofits in

      19      this state serve an extraordinary purpose.

      20             In fact, in a time of State budget austerity

      21      and State cuts, they serve as critical a function as

      22      ever; and, perhaps, more critical than ever.

      23             And hamstrung -- to hamstrung our nonprofits,

      24      to make it harder for them to serve the people in

      25      this state who are in most desperate need of it,







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       1      would be just an absolute tragedy.

       2             To control what happens, and ensure that

       3      we're not wasting State dollars, is an absolute

       4      imperative.

       5             And, so, the ability to really talk through

       6      this issue and understand it, as the Governor moves

       7      forward on the legislative side, is something that I

       8      really appreciate.

       9             I do have a question -- just two questions

      10      for the current witness, and I'll go right to the --

      11             SENATOR MARCELLINO:  Why don't we just hold

      12      the questions, and just make statements.  And, then,

      13      we'll all have a round of questions.

      14             SENATOR SQUADRON:  Great.

      15             SENATOR MARCELLINO:  How's that?

      16             Ruben?

      17             SENATOR DIAZ:  No, I'm just glad that you

      18      called this meeting, Mr. Chairman; but, also, I'm

      19      kind of disappointed, because I don't see that any

      20      member of the -- any member of the task force, who

      21      are the ones who, also, are supposed to investigate,

      22      and provide the Governor with whatever he wanted --

      23      he intended to do.

      24             I've been invited, or, I'm here today to

      25      be -- to testify.







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       1             I can ask some questions for them, and I see

       2      that none of them are here today.

       3             SENATOR MARCELLINO:  That isn't their fault.

       4             That is the -- this is a Committee hearing,

       5      not a task-force hearing.

       6             SENATOR DIAZ:  Yeah, but --

       7             SENATOR MARCELLINO:  The Governor's task

       8      force is operating on its own time schedule.

       9             I am a member of that task force.  I sit on

      10      it, so does Assemblyman Englebright, because we

      11      chair the two Committees -- the two relevant

      12      Committees, in our respective chambers.

      13             But, that task force is operating on its own

      14      time frame, and is under the leadership of

      15      Ben Lawsky, who is the --

      16             SENATOR DIAZ:  Excuse me, Mr. Chairman --

      17             SENATOR MARCELLINO:  -- the Commissioner of

      18      Financial Services.

      19             SENATOR DIAZ:  Excuse me, I'm talking about

      20      the task force that go and inform, composed by

      21      Inspector General Biben, Secretary of State

      22      Cesar Perales, DRS [sic] Superintendent

      23      Benjamin Lawsky, and Medical [sic] Inspector General

      24      Gene Cox; that task force --

      25             SENATOR MARCELLINO:  That's the same task







                                                                   19
       1      force I just mentioned, Senator.

       2             SENATOR DIAZ:  So, are --

       3             SENATOR MARCELLINO:  They are operating under

       4      Ben Lawsky's leadership, under their own time frame.

       5      They're collecting data at the present time, and

       6      evaluating stuff, and putting it together, so that

       7      we can meet.

       8             And, we've had two meetings of that task

       9      force.

      10             More are scheduled, so that we can understand

      11      the data.

      12             As I said, there are 140,000 entities that

      13      we're collecting information from.

      14             SENATOR DIAZ:  So, we have not the

      15      opportunity of asking the members of the task force

      16      questions?

      17             SENATOR MARCELLINO:  Not today, no.

      18             Senator Zeldin.

      19             SENATOR ZELDIN:  I just want to thank you,

      20      Chairman Marcellino, for putting this together.

      21             I have some specific questions for

      22      Mr. Cooney, and some others.  And, I'd really like

      23      to get into more of the substantive part of the

      24      problem that certainly exists across the state.

      25             I want to echo what Senator Squadron just







                                                                   20
       1      said, in giving kudos to Governor Cuomo, his first

       2      year in office, tackling a very complex issue.

       3             And, I'm looking forward to the remainder of

       4      this hearing.

       5             SENATOR MARCELLINO:  Thank you.

       6             Like I said, we'll just go around.

       7             I just have a couple of points.

       8             Mr. Cooney, you mentioned in your

       9      statement, the term "reasonable";

      10             "New York law imposes on nonprofit corporate

      11      governing boards, the responsibility to ensure that

      12      executive compensation is, quote/unquote, reasonable

      13      and commensurate with the services performed."

      14             I -- that's one of my problems, is the

      15      definition of -- and I think you mentioned it later

      16      on in the statement, but, the definition of

      17      "reasonable."

      18             Do we have a suggested definition of what is

      19      "reasonable," or should it vary from organization to

      20      organization?

      21             MICHAEL COONEY:  My suggestion, Senator,

      22      would be to use the existing definitions and the

      23      regulations that the IRS has already toiled over for

      24      years, and provided us with guidance on the federal

      25      tax-exemption side.







                                                                   21
       1             It is, as you point out, something which can

       2      differ from organization to organization, as to how

       3      the standard gets applied.

       4             But, clearly, in those cases that have been

       5      cited in the press, and things that have been talked

       6      about, I certainly think that the State has the

       7      ability to contest those salaries; to hold those

       8      boards responsible, on the basis that, perhaps,

       9      amounts paid are not reasonable.

      10             SENATOR MARCELLINO:  I went through, and I --

      11      the IRS governance of 501(c)(3) organizations.

      12             And, I don't see here, and maybe I misread

      13      it --

      14             I'm not an attorney, so, you'll have to

      15      pardon my handicap.

      16             -- but, I don't see here, a specific

      17      percentage, or -- it's very general.  It seems very

      18      broad.  It leaves a lot up to the governing boards

      19      of each of the entities.

      20             And it's been my experience with many of

      21      these governing boards, that a lot of the membership

      22      is appointed by the CEOs of the organizations

      23      themselves.  In many way cases, they're just rubber

      24      stamps.  They don't necessarily have a lot of

      25      independence.  On paper they do; but, in fact,







                                                                   22
       1      they're not.

       2             So, how do we get past that so that we can

       3      make sure that there are some real guidances, so it

       4      doesn't have to fall upon a State entity; or the

       5      IRS, which is draconian, when they come down on

       6      people?

       7             MICHAEL COONEY:  I would be happy to provide

       8      you, Senator, with copies of the relevant language

       9      from the IRS regulations, to the extent that it

      10      might be helpful to your Committee.

      11             With respect to oversight by boards, again,

      12      the law contemplates the State relies on independent

      13      volunteers as fiduciaries overseeing these

      14      organizations.

      15             I full-well understand the concern about

      16      levels of independence, and the ability of those

      17      individuals, for whom I would point out, the cash

      18      flows all go in the other directions.

      19             You know, we're making contributions.  The

      20      organizations we work with, we don't get paid by

      21      them for board service.

      22             But, in that respect as well, you're exactly

      23      right; there needs to be more focus brought to the

      24      role of the boards, their independence.

      25             And, I think, giving them these tools, making







                                                                   23
       1      them better know, making them, frankly, a state

       2      legal standard, would be helpful in that regard.

       3             SENATOR MARCELLINO:  Thank you.

       4             I would appreciate copies of your points that

       5      you just offered.

       6             Senator Squadron, if you have any questions?

       7             SENATOR SQUADRON:  Thank you very much.

       8             And I thank you very much for testifying

       9      today, and sharing your perspective.

      10             I get the sense that you agree that we need

      11      to be diligent in ensuring that nonprofits are

      12      fulfilling their duty, both to taxpayers and to

      13      their missions; but, that the Governor's executive

      14      order raises some real concerns for you.

      15             MICHAEL COONEY:  Well, my concern with the

      16      executive order, as it stands, is that, in many

      17      ways, it's not clear enough.

      18             And I understand that each of the State

      19      agencies, in 90 days, is supposed to provide

      20      guidance to the relevant funded agencies.

      21             But, my hope would be that there would be a

      22      much broader discussion, with respect to these

      23      compensation issues again, because we have many

      24      pieces in place that we all could benefit from if

      25      they were more widely known and widely used.







                                                                   24
       1             SENATOR SQUADRON:  Right; but, most simply,

       2      what do you think of a $199,000 max, across the

       3      board, for executive compensation for nonprofits?

       4             Does that make sense to you, or not?

       5             MICHAEL COONEY:  My concern is this:

       6             As was noted earlier by the Chair, the whole

       7      issue of, what is reasonable in a particular

       8      circumstance, is something that any funder --

       9             If it's not the State, it's a community

      10      foundation, which I've sat on the board of.  Or a

      11      United Way.

      12             -- any funder needs to make decisions about

      13      what it's willing to fund, and what it's not willing

      14      to fund.

      15             In the case of the state, however, it is

      16      sending a tremendously strong message to the

      17      nonprofit community, of a hard stop at $199,000,

      18      without definitions of, What is "comp?"

      19             Is it total compensation, including benefits,

      20      including deferred-compensation plans?

      21             Who are the executives who are subject to it?

      22             It's very hard to react to the standard in

      23      the absence of broader information, to see how it

      24      might be applied.

      25             SENATOR SQUADRON:  All right, from your







                                                                   25
       1      knowledge of the world, what sense do you have; what

       2      fraction of nonprofits have, someone, or multiple

       3      people, paid more than that?

       4             MICHAEL COONEY:  Certainly, this is not --

       5             SENATOR SQUADRON:  It's easy enough to find

       6      on the website, as you said, so I assume that you

       7      went through it.

       8             MICHAEL COONEY:  Certainly, it's not an

       9      empirical study in any way, but I would say that the

      10      vast majority of the executives working in

      11      nonprofits are below that level.

      12             SENATOR SQUADRON:  So, in what sector are

      13      folks above that level?

      14             MICHAEL COONEY:  Well, I think, in order to

      15      ascertain that, you would look, really, at the

      16      complexity of the organizations.

      17             Certainly, in health care.

      18             Certainly, in education.

      19             And, in other areas, perhaps, further away.

      20             Perhaps, the arts, in some context; where,

      21      you have a multi-national organization that works on

      22      a multi-national basis, you'll see those levels of

      23      complexity, where, in order to attract good people,

      24      one has to have some flexibility in order to provide

      25      appropriate compensation.







                                                                   26
       1             SENATOR SQUADRON:  Now, those culturals are

       2      probably not getting the threshold of State money

       3      that's --

       4             MICHAEL COONEY:  Precisely right.

       5             Although, your question went to nonprofits,

       6      generally, so --

       7             SENATOR SQUADRON:  So, we're probably talking

       8      about the health sector -- within the nonprofit

       9      sector, we're probably talking the health subsector?

      10             MICHAEL COONEY:  That's correct.

      11             And I would say --

      12             SENATOR SQUADRON:  Any other?

      13             MICHAEL COONEY:  -- as well, there may be

      14      services with respect to mental hygiene.  Perhaps

      15      those with respect to drug and alcohol.

      16             As the organizations get larger, and there's

      17      certain economies of scale in larger organizations,

      18      not surprisingly, you will see the levels of

      19      compensation to the executives rise to some degree.

      20      There's more that they need to deal with.

      21             SENATOR SQUADRON:  And just to be clear:  Is

      22      the concern about having any cap at all?

      23             If it was 499, rather than 199, would you be

      24      here today, saying the same -- a similar thing to

      25      what you're saying?







                                                                   27
       1             MICHAEL COONEY:  Well, I would be here today,

       2      because, a cap, if you will, that's too high is a

       3      cap that's meaningless.

       4             What it points out is, the need for the

       5      discussion about, as the Chairman had raised

       6      earlier:  What is reasonable?  And what should the

       7      State be paying for these necessary services?

       8             SENATOR SQUADRON:  And just a final question,

       9      because I know we have a number of other testifiers.

      10             What's unreasonable, in your view?

      11             MICHAEL COONEY:  Unreasonable, as a level of

      12      compensation?

      13             SENATOR SQUADRON:  For example.

      14             MICHAEL COONEY:  Well, in a particular

      15      example, if I were to ascertain whether something

      16      was unreasonable for an organization, I would look

      17      at the specific position.

      18             And, as you get below CEO, these can differ

      19      dramatically, with respect to the requirements of

      20      the position.

      21             What exactly is required of this person?

      22             How many hours a week are they putting into

      23      that job?

      24             What sources -- what resources do they need?

      25             And, then, to look at the geographic area







                                                                   28
       1      they're in, the type of provider that they are, and

       2      the comparable levels of comp.

       3             SENATOR SQUADRON:  Do you have any examples

       4      of an unreasonable compensation, that you're aware

       5      of, in the state?

       6             MICHAEL COONEY:  Senator, I was asked this

       7      question, I believe it was by "The Wall Street

       8      Journal," years ago, when our current governor, I

       9      believe, was bringing an action -- I remember an

      10      action was being brought against the former head of

      11      the New York Stock Exchange, who was getting paid an

      12      amount which seemed highly excessive to me.

      13             And I was asked whether or not I thought that

      14      amount was unreasonable.

      15             As I recall, my answer at the time was, that

      16      it certainly seemed like a lot of money to me;

      17      perhaps, more than he needed to be paid.

      18             Interestingly, as I recall, through the court

      19      systems, he was vindicated.

      20             So, I --

      21             SENATOR SQUADRON:  So, somewhere between,

      22      199, and 100 million dollars, is the -- we find to

      23      be --

      24             MICHAEL COONEY:  Well, again, I think it

      25      really requires the organization to look very







                                                                   29
       1      closely, and the State to look very closely, at the

       2      organization, and what they're paying for it.

       3             SENATOR SQUADRON:  Okay, thank you very much.

       4             I really appreciate you being here, and

       5      helping us untangle this issue.

       6             MICHAEL COONEY:  It's an honor.

       7             SENATOR MARCELLINO:  Just for the record,

       8      that that attorney general became governor, but it

       9      isn't this governor.

      10             Senator Zeldin?

      11             SENATOR ZELDIN:  Mr. Cooney, we haven't met

      12      before.

      13             I just -- for background, would you mind

      14      providing us a little bit of information about some

      15      of the not-for-profits you've been affiliated with,

      16      just for my own personal --

      17             MICHAEL COONEY:  Yeah, I'd be -- actually,

      18      I'd be proud to.

      19             I've worked for over two decades in my

      20      practice, which concentrates on the affairs of

      21      nonprofits, and those who love them: donors.

      22             I've had the opportunity to work with the

      23      largest nonprofits in the state, and, actually,

      24      across the country, in health care, education,

      25      social services, religious organizations, cultural







                                                                   30
       1      and arts organizations; all the way down to the

       2      Pittsford-Mendon High School Baseball Boosters.

       3             So, it's a very wide range of organizations.

       4             And, I had the opportunity, as well, to work

       5      throughout the state, from the very end of the tip

       6      of Long Island, up to Buffalo, and into the

       7      North Country, and see the effect that these

       8      organizations have on the communities in which they

       9      work.

      10             SENATOR ZELDIN:  Well, what are some of the

      11      largest not-for-profits that you've been affiliated

      12      with?

      13             I'm just trying to get a perspective.

      14             MICHAEL COONEY:  Sure.

      15             Well, I -- on the way here, I just walked

      16      past the research foundation of the State University

      17      of New York.

      18             Here, locally, have the privilege of working

      19      with RPI, Rensselaer, and Union.

      20             I get to work with the University of

      21      Rochester, for example, where my main office has

      22      been for years.

      23             With The United Ways, with the community

      24      foundations.  In Buffalo, Rochester, Utica, Albany.

      25             And then, as well, with a number of







                                                                   31
       1      institutions Downstate, in the city, and on the

       2      Island, some of the health-care providers; again,

       3      community foundations, and such.

       4             SENATOR ZELDIN:  Now, just earlier,

       5      Senator Squadron's last question was asking for, you

       6      know, specific examples of abuse.

       7             And, I didn't quite under- -- I didn't quite

       8      connect, or understand, the answer to his question.

       9             I was -- we were out of session, last June.

      10      And, as we went through the months of July and

      11      August and September, it seemed like, every single

      12      day, like, "The New York Post," or "The Daily News,"

      13      "The Times," there was some new story of some type

      14      of abuse in not-for-profits.

      15             And, I don't know if -- you know, where

      16      they're getting all of this information from, all of

      17      a sudden, but, it seems like someone, basically,

      18      backed up just a truckload of material for stories.

      19             And, you know, it kind of came out of

      20      nowhere.

      21             So, you know, for me, my intrigue with this

      22      particular issue, is, you know, not knowing what I

      23      don't know.

      24             And that's why Senator Squadron's question

      25      was really, you know, so good, because he's asking







                                                                   32
       1      for, you know, specific examples of stuff that we

       2      may not know about.

       3             Being that you serve on Attorney -- you

       4      served on Attorney General's Schneiderman's panel on

       5      this issue, I was just -- I was hoping -- I was

       6      going to ask the same exact question, just hoping

       7      that you might be able to shed light on -- on some

       8      of what we don't know about not-for-profit abuses

       9      out there, specific examples.

      10             But, if you're ever able to supplement that,

      11      I would be -- that's one of the most intriguing

      12      things about this issue, for me.

      13             MICHAEL COONEY:  Well, Senator, I would offer

      14      two things.

      15             First:  It's my understanding, that the

      16      report that was provided to the Attorney General

      17      from the Leadership Committee, will be published at

      18      some point soon.

      19             And, I'm sure we'll have a number of good

      20      points with respect to the process.  The discussions

      21      were excellent that we had in that context.

      22             One issue, though, I would suggest you might

      23      want to consider, and something to take up, and it

      24      goes to this issue of reasonableness, is what we in

      25      the business, if you will, call the "Lake Wobegon







                                                                   33
       1      Effect"; meaning, as you well know, in Lake Wobegon,

       2      all of the children are above average.

       3             When one is setting executive compensation,

       4      it's very important to keep in mind, as you're

       5      looking at those comparables, that there is a

       6      tendency, and I think it's a very human tendency, to

       7      assume, that whoever is in the organization you're

       8      working with, and you've been supporting so

       9      strongly, is got to be above average.

      10             Well, you can only imagine, Senator, what

      11      happens, if everyone gets pegged at the, 60th or

      12      75th percentile, over time --

      13             And I think the IRS has seen some of this.

      14             -- you could see a rise in salaries, just

      15      because, in fact, people are doing a very good job

      16      of benchmarking, but with the expectation that their

      17      person is better than everyone else.

      18             Is that an epidemic in the industry?  I

      19      would -- certainly not.

      20             But, again, it's one of those very thoughtful

      21      considerations that we need to take into account, as

      22      we're looking at what's reasonable, and what the

      23      appropriate level of compensation is for these

      24      individuals.

      25             I would say to you, that, in the work that







                                                                   34
       1      I've done, the executives I worked with have very

       2      much welcomed this process; because, frankly, they

       3      don't want to be in the position of having to

       4      explain their levels of compensation.  They're

       5      already publicly available on the Form 990.

       6             The ability to say, "We had an independent

       7      board committee, with comparables, that set this

       8      forth, and I'd like to concentrate on the business

       9      of the organization, and helping out people," is a

      10      much more effective place to have them.

      11             SENATOR ZELDIN:  What's the most amount of

      12      money that you've seen not-for-profits hold on to,

      13      as far as cash balances at any given time, in the

      14      state?

      15             MICHAEL COONEY:  Cash -- days on hand, cash

      16      available, varies tremendously.

      17             SENATOR ZELDIN:  I'm looking for the higher

      18      end of that picture.

      19             I can imagine -- I've seen, in, you know,

      20      great not-for-profits on Long Island, unfortunately,

      21      their cash balance is pretty close to zero.

      22             But I'm really getting at it, you know, what

      23      do we see on the other end of that spectrum?

      24             MICHAEL COONEY:  You know, I -- again, it

      25      varies so much, even within industries.







                                                                   35
       1             But what I would say to you is --

       2             SENATOR ZELDIN:  Let's take health care, for

       3      example.

       4             MICHAEL COONEY:  Well, in this current

       5      economic state, in -- with levels of being --

       6      reimbursement being what they are, and with the

       7      demands being put on the systems, pretty much, every

       8      one of them I could think of, is heavily reliant on

       9      lines of credit, simply because there's not the

      10      available cash that one would expect, and, if you

      11      will, in a normal business atmosphere, to be able to

      12      pay those ongoing expenses.

      13             Access to that credit is hugely important in

      14      getting the work of the organization done.

      15             SENATOR ZELDIN:  Are there organizations --

      16      you know, are there organizations out there that

      17      have tens of millions of dollars of, you know, cash

      18      balance at any given time?

      19             MICHAEL COONEY:  Most certainly.

      20             I mean, we're blessed in New York State of

      21      having organizations with large investment funds.

      22             I mean, think of, for example, in the

      23      university context.

      24             But, for the most part, those assets --

      25      restricted, many of them; some of them,







                                                                   36
       1      unrestricted -- are invested for a longer term in

       2      order to provide an annual cash-flow payout, in

       3      order to meet those needs, including executive

       4      compensation, I'm sure.

       5             SENATOR ZELDIN:  I mean, is -- are there

       6      organizations that have hundreds of millions of

       7      dollars of cash balance at any given time?

       8             MICHAEL COONEY:  I can't tell you that.

       9             I don't know.

      10             SENATOR ZELDIN:  Okay.

      11             My last question, I'm just trying to

      12      understand this as well:  If you have a

      13      not-for-profit, can you -- I mean, at the end of the

      14      year, essentially, you're -- the amount of money

      15      that you have in revenues and expenses, you know,

      16      pretty much, is supposed to equal out towards the

      17      end of the year.

      18             What kind of -- what kind of experience have

      19      you had with seeing the individuals that run

      20      not-for-profits; essentially, billing, management

      21      consulting fees, from for-profits, at the end of the

      22      year, and balancing out at zero?

      23             Have you experienced that at all?

      24             MICHAEL COONEY:  I have not.

      25             I have not.







                                                                   37
       1             To the extent that there is any amount net of

       2      costs at the end of the year, more often than not,

       3      that's something that has to get folded into the

       4      next year; because, again, especially in this

       5      environment, that is such a rarity.  And, the

       6      organization needs to plan for having resources

       7      available to meet the needs in the next year.

       8             SENATOR ZELDIN:  And for sake of time, I'm

       9      willing to hand it back over to our Chairman.

      10             Thank you, Senator Marcellino.

      11             SENATOR MARCELLINO:  Thank you.

      12             Go right ahead, Senator Diaz.

      13             SENATOR DIAZ:  Thank you, Mr. President.

      14             Mr. Cooney; right?

      15             MICHAEL COONEY:  Yes.

      16             SENATOR DIAZ:  Mr. Cooney, did you consider

      17      yourself a lobbiest?

      18             MICHAEL COONEY:  A -- I'm sorry?

      19             SENATOR DIAZ:  Did you consider yourself a

      20      lobbiest?

      21             MICHAEL COONEY:  A lobbiest?

      22             SENATOR DIAZ:  Yeah.

      23             MICHAEL COONEY:  No, sir.

      24             SENATOR DIAZ:  You're not a lobbiest?

      25             MICHAEL COONEY:  No.







                                                                   38
       1             This is the first time I've spoken in front

       2      of the legislature on, pretty much, any issue.

       3             SENATOR DIAZ:  So, your job is to fight for,

       4      whom?

       5             MICHAEL COONEY:  My purpose in being here

       6      today, Senator, was simply to make the members of

       7      the Committee aware of the fact that we have

       8      structures on the federal side in place, that are

       9      intended to deal precisely with the sorts of issues

      10      that you're grappling with right now.

      11             SENATOR DIAZ:  You represent Nixon Peabody;

      12      right?

      13             MICHAEL COONEY:  That's correct.  I'm a

      14      partner with the firm.

      15             SENATOR DIAZ:  On the firm --

      16             MICHAEL COONEY:  I'm not here on behalf of

      17      any client, if that's what you're asking.

      18             SENATOR DIAZ:  I'm asking, because, in -- on

      19      August 3rd, the Governor created a task force.

      20             Have you been contacted by that -- by the

      21      task force?

      22             Are you being questioned by the tax force?

      23             Your company had been contacted by them?

      24             MICHAEL COONEY:  No, Senator, I haven't had

      25      any contact with members of the task force.







                                                                   39
       1             SENATOR DIAZ:  Did you know of anyone that

       2      the task force has contacted?

       3             MICHAEL COONEY:  Well, I'm aware of the fact

       4      that -- that several of our clients, as well as a

       5      number of nonprofits throughout state, received a

       6      questionnaire from the task force, and responded to

       7      it.

       8             But, that's been my level of involvement with

       9      anything.

      10             SENATOR DIAZ:  So you don't know what the

      11      task-force rules and regulations, and what are they

      12      intended to do?

      13             SENATOR MARCELLINO:  He's not a member of the

      14      task force, Senator.

      15             SENATOR DIAZ:  I understand, obviously.

      16             Could you allow me to do my questioning,

      17      Mr. --

      18             SENATOR MARCELLINO:  I just wanted to clarify

      19      that.

      20             SENATOR DIAZ:  I will get to the point.

      21             SENATOR MARCELLINO:  Yeah, I hope so.

      22             SENATOR DIAZ:  But, I -- yeah.  Don't put

      23      the -- he's a lawyer.  He know how to protect

      24      himself.

      25             Mr. Cooney, see, I'm trying to find out,







                                                                   40
       1      because, here, the task force, the Governor, in the

       2      executive order, Number 38, he issued some directive

       3      to the not-for-profits.

       4             And one of that directive, was that they not

       5      supposed to pay their executive more than $199,000.

       6             Are you aware of that?

       7             MICHAEL COONEY:  Yes.  That was the executive

       8      order that came out just a few weeks ago.

       9             SENATOR DIAZ:  And you are saying that is not

      10      enough?

      11             MICHAEL COONEY:  What I'm saying is, that, my

      12      suggested approach, with respect to the setting

      13      levels of executive compensation; in particular,

      14      what the State would reimburse, should take into

      15      account a number of these other benefits that are

      16      out there --

      17             SENATOR DIAZ:  Let me read you something that

      18      came in today "New York Post."

      19             Mark Lane, the CEO of the Fidelis Care

      20      received $1.1 million in salary, plus $864,000 in

      21      benefits;

      22             Patrick Frawley, the -- another one of the

      23      directors of Fidelis, received $587,249 in salary,

      24      plus $900,000 in benefits;

      25             Anthony Watson, CEO from EmblemHealth, get







                                                                   41
       1      the compensation package of $8.5 million.

       2             They're all getting money from the

       3      government.

       4             So, when the Governor says, $199,000, no more

       5      than that, we are saying, is that good, or that is

       6      not enough? -- according to your position.

       7             MICHAEL COONEY:  From my perspective, if the

       8      concern of the State to be sure its dollars are well

       9      spent, certainly, a dollar cap is one way of

      10      approaching that issue.

      11             One might ask, where the cap should be; how

      12      the cap should vary; what it should apply to.

      13             In fact, you have to ask those if you need to

      14      know how to apply the cap.

      15             My point is, simply, that there is a host of

      16      other information about there, with respect to these

      17      compensation levels and practices, that would be a

      18      benefit to you to know about, when you're

      19      considering the efficacy of a cap, as the best way

      20      of making sure that State dollars are well spent.

      21             SENATOR DIAZ:  Did you know that, also, the

      22      order of the Governor, the executive order, also

      23      states, that, "Reimbursement with the State

      24      financial assistance of the State authorized payment

      25      should not be provided for compensation pay, or







                                                                   42
       1      giving to any [unintelligible]" --

       2             And then he puts -- "to the extent

       3      practicable."

       4             Meaning, that, the Governor's saying -- and

       5      then -- let me read on something else.

       6             The Governor says, that, "The commissioner of

       7      each agency, however, has discretion to increase

       8      this salary, based on appropriate factor, and

       9      subject to DOB."

      10             So the Governor is saying, too much money

      11      paid; but at the same time he's saying, too much

      12      money -- it should not be more than $199,000.

      13             But at the same time, he's saying:  Okay, so

      14      I'm going to give all the authority to the

      15      commissioners of the agencies, and the commissioners

      16      should decide, to increase, or to make it to 199.

      17             So, the Governor's been saying:  This is

      18      final.

      19             The Governor's not saying, only $199,000.

      20             He's -- he's mentioning the problem, but he's

      21      not curing the problem.

      22             He's mentioned, this is the problem:  They're

      23      making too much money.  It should be this kind of

      24      money.  But, however, the authority would be into

      25      the commissioner.  Well, I'll let the commissioner







                                                                   43
       1      decide.

       2             So is that -- is that -- according to you, is

       3      that is -- that would be -- that is solving the

       4      problem?

       5             Or, just mentioning the problem, but not

       6      taking action with the problem?

       7             MICHAEL COONEY:  Well, I guess, Senator, one

       8      point I would make out of that, and the discretion

       9      given to the various State agencies, it, obviously,

      10      would be of immerse help to the provider

      11      organizations in the state, especially if they're

      12      receiving funding from more than one State agency,

      13      to have the same standards apply, so that they could

      14      be properly administered, and things properly

      15      accounted for, in this sense:

      16             If the definition of "compensation" for one

      17      State agency is one thing, and it is something else

      18      for another, it creates, obviously, a level of

      19      complexity within the organizations and their

      20      ability to react to these things.

      21             As you know, there were other issues in the

      22      executive order that went beyond compensation, where

      23      those could be concerns as well.

      24             But, there is a strong concern, on behalf of

      25      the community, that, certainly, they want to comply







                                                                   44
       1      with the laws, work within the limits of what's

       2      there, but -- but, some level of consistency, and

       3      simplicity, in the standards would be tremendously

       4      helpful.

       5             SENATOR MARCELLINO:  Last question, Senator,

       6      please.

       7             SENATOR DIAZ:  All right.

       8             This is my problem, and my concern:  The area

       9      that I represent -- and not only my area -- Black

      10      and Hispanic and poor areas throughout the state are

      11      losing funding.  Community organizations are losing

      12      funding.

      13             The people are suffering.

      14             They have been cut -- their services have

      15      been cut.

      16             They have cut workfare in Medicaid.  They

      17      have cut education for children.

      18             I mean, we have been -- we are suffering.

      19             And, on the other hand, do we have -- people

      20      making from the -- from this same money, such high

      21      salaries: a million dollars? $8 million?

      22      $3 million? -- when my people are suffering?  When

      23      we don't have services to our community?

      24             I mean, the only -- the only problem that I

      25      have, I -- I appreciate the Governor is saying, and







                                                                   45
       1      I need to mention the problem.

       2             The only problem that I have, and the

       3      Governor, who say:  This is it.  $199,000, this is

       4      it.

       5             But the Governor's not saying that.

       6             The Govern's saying:  It should be it, but I

       7      gonna allow the commissioner to decide.

       8             So that mean that the commissioner could say:

       9      Oh, okay, you can go get paid whatever it is.

      10             That's my only problem, and I -- that's what

      11      I wanted to talk to the member of the commission,

      12      because people are suffering in the state of

      13      New York.  Services have been cut.

      14             And it's a shame, it's embarrassing, that

      15      people are making so much money, when poor people

      16      are suffering in this area.

      17             That's my question.

      18             Thank you.

      19             SENATOR MARCELLINO:  Thank you, Senator.

      20             Mr. Cooney, the -- just one point.

      21             Should we go in a slightly different

      22      direction?

      23             The Governor is looking at salaries.

      24             And, the Senator is perfectly correct; he's

      25      giving commissioners leeway to adjust the number, as







                                                                   46
       1      they see fit, according to the job that's being

       2      done, and according to the hours being put in, as

       3      you described before.

       4             But, should we go a different way?

       5             Should we take a look at the percent of

       6      executive compensation, or any compensation, or

       7      administrative costs, as being allowed to be used

       8      from tax dollars?

       9             Should we look at a percentage rather than a

      10      specific salary?

      11             If your budget is a million dollars, should

      12      your administrative costs not exceed 5 percent of

      13      that budget?

      14             And, is that a direction we should be looking

      15      at, or could be looking at, to make it a better

      16      plan?

      17             MICHAEL COONEY:  Well, Senator, I certainly

      18      think it is something that you would want to look at

      19      in the context of a number of different options.

      20             What I would commend you, however -- and,

      21      again, this is a slightly different issue from that,

      22      with respect to executive compensation -- but, the

      23      whole issue of, direct-service costs versus general

      24      and administrative costs, and such, those,

      25      sometimes, at least in my experience, can be







                                                                   47
       1      somewhat hard to define, and trying to get a sense

       2      of those.

       3             If you're speaking about a percentage of,

       4      let's say, the five highest-compensated individuals

       5      of the organization, as a percentage of total

       6      budget, you might find, in some of the very smallest

       7      of organizations in the state, that a goodly amount

       8      of their costs are compensation for the one or two

       9      employees that they may have to conduct their

      10      activities.

      11             You know, usually, those are not

      12      organizations that are contracting with the State to

      13      provide services.

      14             But, again, it's simply something to be aware

      15      of, as you look at those numbers, and see how

      16      those -- those things play out.

      17             SENATOR MARCELLINO:  Thank you, Mr. Cooney.

      18             Appreciate your time, and appreciate your

      19      testimony.

      20             And, if you could submit that other stuff

      21      that we talked about earlier?

      22             MICHAEL COONEY:  Thank you so much.

      23             SENATOR MARCELLINO:  Thank you, appreciate

      24      it.

      25







                                                                   48
       1             The next speaker is Doug Sauer,

       2      chief executive officer of the New York Council of

       3      Not-For-Profits [sic].

       4             Mr. Sauer.

       5             DOUGLAS SAUER:  Hello, and thank you for

       6      having this hearing, and --

       7             SENATOR MARCELLINO:  Move that -- move the

       8      microphone a little closer to you, so --

       9             DOUGLAS SAUER:  Okay.

      10             Hello, and thank you for having this hearing,

      11      and inviting our organization, New York Council of

      12      Nonprofits, to give testimony.

      13             I'm going to try to just summarize.  I don't

      14      want to repeat some of the points that Michael made.

      15             I know some of the other testimony you have

      16      will repeat some of these points.  A lot of this

      17      information is readily available, and there's the

      18      IRS rules, et cetera.

      19             Our organization represents 30 -- over

      20      3,100 community-based nonprofits of all types

      21      throughout the state.

      22             Our interest is the small- to moderate-sized

      23      community-based organization.  We don't have members

      24      that are educational institutions.  We don't have

      25      hospitals.  It's about community-based







                                                                   49
       1      organizations.

       2             And, I appreciate the statements made at the

       3      beginning, that -- about the value of

       4      not-for-profits, and the services that are being

       5      provided.

       6             And, I can tell you that that is not the

       7      message that is being relayed out into the public

       8      discourse.  It's not the message that my members are

       9      hearing, the vast majority of whom don't even come

      10      close to hitting that $199,000 in executive

      11      compensation.

      12             They're hearing that there's -- there's

      13      hostility towards not-for-profits.  That, it's

      14      getting harder to do their work.  That, the State's

      15      business practice is strangling them already.

      16             And, now, there's this whole public discourse

      17      that, somehow, they're doing something wrong.

      18             So -- so, I'm putting a different -- a bit of

      19      a different context on this, in terms of, perhaps,

      20      some of the collateral damage that's being done.

      21      And, perhaps, with, particularly on that

      22      administrative-fee issue, what that really means.

      23             I should note, our organization -- I've been

      24      with our organization 32 years as executive

      25      director.







                                                                   50
       1             We had run the State Board training

       2      consortium for ten years, up until it was eliminated

       3      just recently; except for, two State agencies

       4      continued.

       5             It was the only ongoing educational effort to

       6      boards of directors on governance and management,

       7      including executive compensation.

       8             And, right now, that work, by and large, is

       9      not continuing in this state.

      10             So, part of this is, we would prefer that you

      11      educate rather than regulate, and look at it from

      12      that perspective.

      13             I also have been the past board president --

      14      the immediate past board president of

      15      National Council of Nonprofits, as well as, I'm

      16      currently treasurer; and I'm aware of what's

      17      happening in some of the other states regarding this

      18      issue.

      19             I'm going to just kind of lay out -- in

      20      trying to cut through some of the various

      21      activities, and some of the thoughts around here,

      22      I'm going to try to lay out some basic premises, and

      23      then expound on them.  And some of them, Michael

      24      already talked about, so I'll try to go light on

      25      that.







                                                                   51
       1             The media always asks me, that:  Is there

       2      excessive compensation in nonprofits?

       3             My definition is, yes, there is.

       4             Is there abuse?  Yes, there is.  It's few and

       5      far between.

       6             It's very elite situations, in terms of

       7      larger organizations, as was being pointed out a

       8      little earlier by Senator Diaz.

       9             And, in some cases, it can happen with a

      10      small organization; where, an organization may have

      11      a $200,000 budget, and you see an executive director

      12      getting $180,000 of that, and, you see family

      13      members on the board of directors.

      14             So, there's different ways that excessive

      15      compensation occurs.

      16             And, I think part of the struggle here is, is

      17      that it's hard to just separate, are we talking

      18      about excessive compensation, or are we talking

      19      about State money?

      20             It kind of straddles back and forth, and

      21      that's what's partially confusing some of this

      22      issue.

      23             Are we talking about, is the State buying; or

      24      are we talking about excessive compensation from the

      25      nonprofit, irrespective whether the State's buying







                                                                   52
       1      anything from them or not?

       2             Secondly, that, it's not a secret, and

       3      Michael brought that up, these salaries, and these

       4      excessive -- I will define "excessive," as, what is

       5      a sticker shock.

       6             What shocks your consciousness.  What -- it

       7      just seems outrageous, in many cases.

       8             And I'm coming at it, not from an IRS

       9      perspective, but a public's perspective, because

      10      charitable not-for-profits exist because the public

      11      has confidence that they're doing the right thing,

      12      and doing it competently.

      13             And I think, in that case, there can be

      14      reasonable compensation if they perform.

      15             But, it's when people are looking at it, and

      16      says:  This will affect an organization, that's --

      17      if privately enuring.  People are making money, in

      18      some kind of -- as if they were a profit-making

      19      entity off this corporation, and maybe it has

      20      nothing to do with the results that they produce, in

      21      the community, and the changes that they make.

      22             But as I -- we had given you, just three

      23      clicks, you can get salary information off of

      24      guidestar.

      25             I can give you my salary.







                                                                   53
       1             We told you what you -- we give you the

       2      details, that you can pull it right out.  That

       3      information is readily available.

       4             We have to ask the question, because the

       5      information's been readily available:  How much

       6      money has the State spent, to date, collecting and

       7      analyzing this recent survey information?

       8             Are we spending hundreds of thousands of

       9      dollars doing that survey?

      10             Certainly, when we have had been approached

      11      by our members who got this survey, saying:  This is

      12      going take hours and hours of our board and staff to

      13      do this.  And, it's going to -- we even might need

      14      to consult with legal counsel, and pay legal

      15      counsel, to help us fill out this survey, in a

      16      defensive mode.

      17             How much is it costing to find out what's

      18      already out there?

      19             And -- and, I think, even as a taxpayer, if

      20      we're talking about taxpayer dollars, then we should

      21      be able to talk about:

      22             What is this whole thing costing, and is that

      23      going to get the outcome that you're going to do?

      24             How much time and effort does it take from

      25      nonprofits to use donor money, and other money, to







                                                                   54
       1      be able to do this survey?

       2             Do we need more bureaucracies?

       3             And that's -- that's, I think our fear is,

       4      we're going to create a bureaucratic process that's

       5      going to cost more money, trying to go after,

       6      probably, in a broad net, what is, really, an elite

       7      few of abuses to go after.

       8             And I want to say, and we've had our members

       9      say, that:  Hey, filling out this survey, and going

      10      through all of these hoops, is an administrative

      11      expense, that, by the way, the State doesn't pay us

      12      to do.

      13             And that kind of relays that, most

      14      nonprofits, most small nonprofits, are totally

      15      burdened by compliance issues and State issues,

      16      particularly in this environment, on a day-by-day

      17      basis.  And those issues cost more money.

      18             It's getting so, you don't want to do

      19      business with the State of New York anymore; and,

      20      particularly, for community-based organizations.

      21             They're drowning in doing that.  And nobody

      22      can go out and raise money, and say:  Give us money

      23      so you can subsidize the State of New York's

      24      administrative costs, and new regulations that

      25      they're coming, that we don't have to the capacity







                                                                   55
       1      to fulfill.

       2             Undercompensation is much more of a prevalent

       3      and serious issue.

       4             And that's -- I think that's where, I think,

       5      from our membership's point of view, the attitude

       6      is:  That's not us.  And, now, the public discourse

       7      is about us.

       8             We don't see a headline that says, you know:

       9      25-year-old community-based executive director is

      10      making $50,000, and doesn't have benefits.  And

      11      their program is a great program, either in a

      12      boys' club or doing some other settlement houses, or

      13      some other program.

      14             And, by the way, that should be something

      15      that shocks the conscience.  That should be

      16      something that the State of New York should be

      17      concerned about.  That is something that the public

      18      should be concerned about.

      19             So, as we go along these conversations, it's

      20      very difficult for the average nonprofit to see that

      21      there's a lot of legitimacy behind what's happening

      22      here in policy, because:

      23             They would rather see the policy being

      24      focused on underpayment;

      25             They'd rather see that policy being focused







                                                                   56
       1      on:  We can't get a contract in the state of

       2      New York, but we're expected to perform services;

       3             Or, the State of New York is creating our

       4      cash-flow problems, and starting us to go down, as

       5      an organization, because payments aren't being made

       6      in a timely basis, and we're going have to close our

       7      doors of our community center.

       8             Those are the burning issues to the average

       9      sector.

      10             It's not this issue.

      11             I did make note, and I think this kind of

      12      raises part of the issue, from our perspective:

      13      Taxpayers pay for salaries of many State employees

      14      and private for-profit sector businesses that are

      15      not coming under this scrutiny, and I wonder why.

      16             That 2010 salary that was promoted around,

      17      that you had -- Mr. Chair, had indicated, has

      18      thrown out the issue of six figures.

      19             Now we're talking about 199,000.

      20             We talked [unintelligible], and what's in the

      21      public discourse, is now six figure.

      22             People are talking about $100,000, not

      23      $199,000.

      24             Put things in perspective:

      25             In the fiscal year 2010, the Legislature







                                                                   57
       1      provided 136 employees of salaries over $100,000; or

       2      a total salary amount of over 16.5.

       3             A review of the executive branch shows that

       4      there's 16,000 employees paid over $100,000, where,

       5      an annual cost to taxpayers, over 2.3.  That's

       6      salary, not compensation.

       7             The top-ten-paid employees in New York State,

       8      there's several that make over a million dollars.

       9             The football -- or the basketball coach at

      10      University of Binghamton, makes 8 -- $119,000.  And

      11      he has -- as we sit here today, he has a

      12      0-22 record.

      13             So, we're not -- what are we focusing on

      14      here?

      15             Are we just taking one little narrow piece,

      16      and say:  We're going to go over there?

      17             Or, are we talking about, taxpayer dollars,

      18      and what we do with taxpayer dollars?

      19             What about economic-development

      20      organizations, such as Global Foundries?  They get a

      21      billion dollars.

      22             Do we know what their executives are going to

      23      be paid?

      24             Do we know how they're using state-taxpayer

      25      dollars for those salaries?







                                                                   58
       1             Do we care?

       2             I would argue, we should.

       3             And if we're going to have a broad view about

       4      this, we should look at it broadly.

       5             Our point, basically, is not to malign the

       6      compensation levels of the public and private

       7      sectors, although, I do have to question the coach

       8      with a 0-22 record.

       9             It's the performance of the nonprofit sector.

      10             And, we, as, both, state taxpayers, and as,

      11      now, at the State of New York, really rely on

      12      nonprofits to be on the ground to do the work, much

      13      usually, in a much more cheaper way than public

      14      employees can; and, actually, go raise other money

      15      to subsidize that work.

      16             So where fair, reasonable, competitive

      17      compensation is an important ingredient to the

      18      equation, excessive compensation is not.  It hurts

      19      us all as non-for-profit organizations.

      20             And, we need state government to support our

      21      workforce.

      22             Now, when we talked about caps, for the

      23      average not-for-profit organizations that gets the

      24      average contract with the State of New York, it is

      25      by percentages of salary.







                                                                   59
       1             The salary is known.  It's negotiated.

       2             In many cases, the State agency will say:

       3      We're not going to pay more than 15 percent.  We're

       4      not going to pay more than 20 percent.

       5             Most State contracts pay 10 percent or less

       6      overhead, even though they know the overhead costs

       7      might be 15 or 18 percent.

       8             So, in many cases, we have losing

       9      propositions.

      10             In many cases, the State of New York already

      11      controls salaries of a lot of nonprofits that it

      12      does work for.

      13             And, I think that needs to be part of this

      14      picture.

      15             Another perspective, is that charities in

      16      New York State, and certainly Michael Cooney can

      17      talk about this, we're probably the most regulated

      18      in the country.  And, we're one of the few states

      19      that even have a not-for-profit corporation law.

      20             But, unlike not-for-profit businesses --

      21      we're very much like not-for-profit businesses.

      22      Every single new regulation, every new reporting

      23      requirement, every new unfunded mandate, costs

      24      money.

      25             And -- and what we're seeing, is, more







                                                                   60
       1      regulations, more requirements, more mandates, to be

       2      able to perform a service under a contract with the

       3      State of New York, and then the State of New York

       4      won't pay for it; which means, we have to go out,

       5      either, not provide that service, which means

       6      there's not so much of an interest in what the

       7      outcome might be, or, we got to go raise money from

       8      donors to pay for these mandates.

       9             And -- and it's going to hamper

      10      not-for-profit -- it does hamper, right now, many

      11      not-for-profits from being in -- as high performing

      12      as they are.  Whether it's compensation or it's just

      13      compliance regulations, we're constantly getting

      14      overregulated.

      15             And I have to say, from my perspective, I'm

      16      looking at this, and I'm seeing a whole nother

      17      bureaucracy, a whole nother set of regulations,

      18      being established.

      19             It's going to apply, not to the

      20      million-dollar executives.  It's going to apply to

      21      the organization that may have $199,000.

      22             The organizations that have good accounting

      23      firms that can manipulate cost accounting, because

      24      that's what we're talking about -- we're not talking

      25      about from the executive board, or any way, in







                                                                   61
       1      capping executive salaries.  We're talking about,

       2      how much money of State money can go into those

       3      salaries.

       4             That's an accounting issue.

       5             Who's going to get hurt, is the

       6      community-action programs, or some of the smaller

       7      organizations, that don't raise a lot of money, it's

       8      mostly government-funded, and there's no other

       9      alternative sources to go and do that; yet, that

      10      person needs to be able to be there, and to manage

      11      the organization of regulation.

      12             So, the larger you are, the more diverse you

      13      are, the more you have endowments, the more you have

      14      other sources of pots, the more you're going to be

      15      able to do the same thing you were doing before.

      16      And, you're going to pay the same thing before.

      17             You move the pies around, in terms of the

      18      state-government dollars, and everybody will feel

      19      happy, but nothing has changed.

      20             And the smaller organizations that are

      21      heavily government-funded, usually community-based

      22      organizations, are the ones that are not going to

      23      have the room to manipulate the system; or, even be

      24      able to provide, perhaps, the attorneys that might

      25      be necessary to advise them on how to maneuver







                                                                   62
       1      around this.

       2             Administrative costs are rising every day

       3      around compliance issues, particularly at a Medicaid

       4      world.

       5             And what's happening is, that more and more

       6      organizations are saying -- the small

       7      community-based organizations -- 3, 5, even, 8,

       8      10 million -- are saying:  We cannot exist as a

       9      small organization.  We're going to have to be

      10      gobbled up by a conglomerate.  We're going to have

      11      to form a merge with somebody else.

      12             And when do you that, salaries are going to

      13      up even more so.

      14             And Michael had said it right:  Scale raises

      15      salaries.

      16             Salaries are dependent upon:  The level of

      17      complexity; level of professionalization; number of

      18      people supervised in that world; how successful you

      19      are, entrepreneurially, and otherwise; and, how much

      20      the budget size is.

      21             That should be -- those are usually

      22      predominant indicators of what the salaries are

      23      going to be.

      24             We believe that part of the problem here,

      25      from a policy perspective --







                                                                   63
       1             And I also sit on the AG's Leadership

       2      Nonprofit Revitalization Committee.  We worked with

       3      the comptroller, for several years, on their

       4      reports.

       5             -- everybody's working in silos.  No one

       6      seems to be looking at nonprofit regulations,

       7      compensation in a broad way, contractural processes,

       8      procurement processes, payment processes.

       9             It's being done across all of the State

      10      agencies differently.

      11             And, actually, the way the Governor's order

      12      is read, it's going to be continued to be done

      13      differently, and nobody's looking at it as you would

      14      look at businesses' environment, and say:

      15             How do we deregulate?

      16             How do we eliminate waste; pure waste?

      17             How do we make sure we -- the regulations we

      18      have are regulations that work, and are

      19      cost-effective?

      20             And, how does relate to the dollars of the

      21      State contract?

      22             And, how it does relate to the performance

      23      we're buying?

      24             None of the conversation today has been about

      25      performance.







                                                                   64
       1             Is the State of the New York buying what

       2      people are -- what you want to buy?

       3             And that's, fundamentally, a question.

       4             And most nonprofits will say:  You're on an

       5      outcome basis, and we have to -- our contracts

       6      control every penny we spend, and how we can pay.

       7             We can't buy our copy machine.  We have to

       8      lease a copy machine; but, yet, we're supposed to

       9      perform all these things, and we have less and less

      10      control.

      11             I want to be able to say, the "reasonable"

      12      question, and I come at it from a different

      13      perspective:  I think the IRS is unclear.  It's

      14      about process.

      15             The IRS doesn't seem to be really enforcing

      16      compensation, that's way too high, or outside.  It

      17      seems like it almost has to have an egregious

      18      situation.  It hits the media before anybody goes

      19      and does anything about it.

      20             You have, right across the river here, in

      21      Troy, a college head that makes 1.9 million.

      22      Number six or seven in the country.  College isn't

      23      even in the top 50.

      24             Those things exist, and those things shock

      25      the conscience --







                                                                   65
       1             SENATOR MARCELLINO:  Can we consolidate?

       2             Because --

       3             DOUGLAS SAUER:  Okay.

       4             What we would like to see, is -- is,

       5      actually, take a bit of a Connecticut model.

       6             We would like to see a comprehensive approach

       7      to reform around how the State does business with

       8      nonprofits, so this all hangs together, and is

       9      logical, and it's not being done in a piecemeal way.

      10             State of Connecticut has appointed a liaison

      11      out of the governor's office, and just created a

      12      cabinet on nonprofit health and human services,

      13      specifically looking at:

      14             The relationship, the partnership; how it can

      15      be a positive partnership;

      16             How it can be productive business

      17      relationship;

      18             Get away -- you know, clarify waste, as well

      19      as, trying to make outcomes better on -- at that

      20      level.

      21             So, we believe that this is the time to

      22      actually invest the opportunity this presents, is to

      23      really look at the State's contractual business

      24      environment, and work together with the State of

      25      New York in a comprehensive way, with all of the







                                                                   66
       1      units -- the executive branch, the comptroller, and

       2      the AG's office, as opposed to separate silos --

       3      with the nonprofits.

       4             And this is part of the issue that we have;

       5      is that, we have not been at the table to discuss

       6      this.

       7             We have not been at the table.

       8             This is the first time, I think, in terms of

       9      this issue, we've been invited.

      10             The task force doesn't have not-for-profits

      11      on it.

      12             The input was, more:  What are you doing, and

      13      how are you doing it; and what's your ideas?

      14             And I think, us, as a sector, we have a stake

      15      in this, because it affects us as an entire sector.

      16             And from our perspective, we're very

      17      concerned.  And, we want that good policy that

      18      works.

      19             And we've really asked that this be done:

      20      that we're at the table.

      21             I want to take a minute -- just a brief

      22      minute -- and say, that, there are things, you know,

      23      that hasn't been touched here, in terms of executive

      24      compensation; is that, New York State not-for-profit

      25      corporation law allows executive directors and







                                                                   67
       1      CEOs to be voting members of the board of

       2      directors.

       3             So, I can be the boss, and I can be an

       4      employee.

       5             And that intent that inherently pro -- is a

       6      conflict of interest, from our perspective.

       7             And there's a lot of arguments about why it

       8      should happen, and it's okay.

       9             But, you -- we have -- you know, we have

      10      things -- processes are set up, that I can do that.

      11      Process is set up, I can have family members on our

      12      board.

      13             So when we talk about independence, and those

      14      kind of things, we're adding regulations on top of,

      15      perhaps, laws that need to be changed,

      16      fundamentally, to begin with, to avoid these

      17      circumstances for happening.

      18             So, there's my brief testimony.

      19             SENATOR MARCELLINO:  Thank you.

      20             And, I do appreciate your being here and

      21      taking the time to do this.

      22             These are -- as you well know, these are

      23      tough times.

      24             The public, as my colleague Senator Diaz

      25      said, they're suffering.







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       1             They're suffering economically.  They're

       2      suffering in a whole bunch of different ways.

       3             People are worried about their jobs.  They're

       4      worried about what's going on in the next minute.

       5             It becomes incumbent upon us to look at

       6      everything -- and I mean "everything" -- as to how a

       7      tax dollar is being spent, and is being used.  And,

       8      is the taxpayer getting a bang for a buck?

       9             We have an obligation to do that.

      10             We will, and are, looking at every level of

      11      government.  Every level of government has received

      12      across-the-board cuts.

      13             I'm not going to go through the litany of

      14      cuts, and reduction in personnel, and everything

      15      else, including the Legislature, and including the

      16      legislative salaries, and including legislative

      17      personnel.

      18             All have been reduced/cut over the years in

      19      response to fact that the State simply doesn't have

      20      enough money to cover a lot of the costs.

      21             So, these are tough times.

      22             I would just say this to the not-for-profits:

      23      As I said at the beginning, we recognize,

      24      99 percent, doing a great job.

      25             And I don't say that lightly.







                                                                   69
       1             You're doing a great job, and it's

       2      appreciated.

       3             However, we have an obligation, and we must

       4      look at, and for, the 1 percent who are not, who

       5      give us all a bad name.

       6             I hate it when I see a colleague go to jail.

       7             One of my colleagues gets brought up on

       8      charges, I don't like it, because it makes me look

       9      bad.

      10             The public says:  Oh, there's another crooked

      11      politician.  Ha ha ha!

      12             I don't like that.

      13             I work hard, and so do my -- the colleagues

      14      up here.  We all work hard; we try to do the best we

      15      can.

      16             One rotten apple can bring us all down.  We

      17      all know that.

      18             So, we're looking, and we're out there trying

      19      to check.

      20             So, my message back to your colleagues and --

      21      who are working hard in the field:  Don't take it

      22      personal, because it isn't.

      23             We're just doing what we have to do to make

      24      sure that we're spending the taxpayers' money

      25      appropriately, and making sure that the functions







                                                                   70
       1      that are supposed to be performed, are being

       2      performed by the entities who are taking the money

       3      to do that.

       4             That's our job.

       5             To that end:  Do members of your

       6      organizations, the organizations that you represent,

       7      do they have a written policy?

       8             Are there written policies for your -- for

       9      compensation of executives?

      10             Or does it --

      11             DOUGLAS SAUER:  I think most of them have,

      12      because we do a lot of training, and we emphasized

      13      that for a number of years.

      14             I mean, this -- some of them just laugh at

      15      it, and say, you know:

      16             What are we going to do, evaluate a person,

      17      and whether they're comparable, to find out that we

      18      aren't providing benefits, only to say, we don't

      19      have the money to provide benefits?

      20             So, do we need to go through all these hoops,

      21      when we know what we have, in terms of the poor

      22      agencies, and the agencies that really are

      23      struggling?

      24             I'd say, probably, in terms of, maybe

      25      40 percent has written policies.  60 to 70 percent







                                                                   71
       1      follows policies.

       2             For some of these organizations, it's tough

       3      to even --

       4             SENATOR MARCELLINO:  40 percent have

       5      policies --

       6             DOUGLAS SAUER:  Yeah.  And --

       7             SENATOR MARCELLINO:  -- and, about, 60 to

       8      70 percent follow?

       9             DOUGLAS SAUER:  -- 60 to 70 follow -- follow.

      10      They have practices.

      11             SENATOR MARCELLINO:  Okay.

      12             DOUGLAS SAUER:  But they -- again, you talk

      13      to a lot of organizations, that:  You're talking

      14      about documentation, and writing up policies, and,

      15      when are we going to be able to do that?

      16             You know, because everybody wants written

      17      policies.

      18             And, most of them practice well, but don't

      19      necessarily have all the written documentation on

      20      what they do and how they do it.

      21             However, I want to say, that, those boards of

      22      directors are eager to learn this stuff, and are

      23      dying for that information, and dying for assistance

      24      on how to do it right.

      25             An extraordinary number want to do it right.







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       1             These are volunteers, and boards, that are,

       2      just, they're trying to get their organization

       3      alive, and trying to raise money at the same time.

       4             And, they're looking -- from their

       5      perspective, they're looking more behind their back

       6      than they're looking forward to solving problems in

       7      the community.

       8             And that's causing people not to want to

       9      serve on these boards anymore.

      10             That's a whole other problem.

      11             SENATOR MARCELLINO:  Do State agencies that

      12      you deal with, do they ask for these documents?

      13      These policy statements?

      14             DOUGLAS SAUER:  Some of them do.

      15             I mean, there's different accreditations,

      16      there's different licensing requirements.

      17             I mean, it's all over the place, in terms of,

      18      it's not one State agency, Department of Health.

      19      And there's a hundred different ways that things are

      20      done by the funding stream.

      21             And -- but some of them do ask for that.

      22      Some of them require that; some of them don't.

      23             SENATOR MARCELLINO:  Do you feel, in general,

      24      that not-for-profits are meeting the IRS

      25      requirements?







                                                                   73
       1             DOUGLAS SAUER:  By far, yes.

       2             SENATOR MARCELLINO:  Okay.

       3             If you know, what is the -- what would be the

       4      average administrator's pay for your association on

       5      this?

       6             DOUGLAS SAUER:  $60,000.  $65,000.

       7             SENATOR MARCELLINO:  In the, sixty,

       8      sixty-five thousand dollar range?

       9             DOUGLAS SAUER:  Yeah, yeah.

      10             MICHAEL COONEY:  Okay.

      11             Can your association members meet the

      12      25 percent administrative cost cap?

      13             DOUGLAS SAUER:  Most of our association

      14      members would love to get 15 percent.

      15                  [Laughter.]

      16             And I want to go back to this:  That most

      17      don't get that.

      18             So, again, we're kind of looking at it

      19      from -- as if, somehow, it's a luxury.

      20             So, a lot of them would like it at

      21      15 percent.

      22             The only -- Michael mentioned the research

      23      foundation.

      24             Research foundation gets 40 to 50 percent

      25      overhead off State dollars and federal dollars.







                                                                   74
       1             And -- you know, and we look at that.

       2             I don't know how much overhead the State of

       3      New York takes out of federal dollars when it comes

       4      down to the federal -- State -- New York State

       5      agencies, and then goes out to not-for-profits.

       6             I'll bet you the State of New York takes more

       7      than 15 percent for their overhead on that.

       8             So, 25 percent is pretty healthy for most

       9      [unintelligible].

      10             I mean, if you look at what -- and, again,

      11      overhead is dependent upon your sophistication in

      12      doing cost accounting.

      13             The smaller the organization is, the more

      14      it's community-based; the less infrastructure it has

      15      to do sophisticated cost accounting.

      16             Like, they don't allocate space, and it all

      17      just goes to overhead rather than our program; or,

      18      they take the executive director, who may be

      19      spending 30 percent of their time, or 50 percent, on

      20      program, but they'll just say, it's 100 percent. --

      21      because they aren't sophisticated in doing it.

      22             So some of this is going to be an accounting

      23      game.  And those that can play it, that have the

      24      infrastructure, are going to be able to show it, and

      25      the smaller organizations may not.







                                                                   75
       1             SENATOR MARCELLINO:  Thank you.

       2             DOUGLAS SAUER:  Uh-huh.

       3             SENATOR MARCELLINO:  Senator?

       4             SENATOR SQUADRON:  Thank you very much, and

       5      thank you for testifying.

       6             And, I want to echo what Chairman Marcellino

       7      said; that -- to the extent to which you feel that

       8      all of your members are being painted with too broad

       9      a brush, to the extent to which we in government are

      10      not grateful enough for folks who work in the

      11      nonprofit sector, serving their communities every

      12      day.

      13             I think that's an incredibly important point,

      14      as you point out, the average compensation is in the

      15      $60,000 range.

      16             I do think -- and, then, it's an important --

      17      a very important point.

      18             I think the other side is true, too.

      19             And, you know, I think, at some point you

      20      said today, concerns me a little bit, because I'm

      21      hearing that there's no problem at all.

      22             And I think we need to acknowledge the vast,

      23      vast majority of organizations (a) are so small that

      24      this threshold would never affect them, or cut in

      25      half, (b) are doing everything they can in the most







                                                                   76
       1      precise, responsible way possible.

       2             I got to tell you, though, looking at

       3      articles -- Senator Diaz raised one earlier, it's

       4      been out -- it seems to me there is a problem --

       5             DOUGLAS SAUER:  There is --

       6             SENATOR SQUADRON:  -- and there's been a

       7      problem.  And there's a lot of dollars associated

       8      with that problem.

       9             It's -- if -- absolutely, a small number of

      10      individuals, and even organizations, but, we agree

      11      there's a problem?

      12             DOUGLAS SAUER:  Oh, yeah, I totally agree.

      13             I started that off; there a problem that

      14      needs to be eliminated.

      15             I don't think a $199,000 cap to State

      16      investments, what you're going to buy out of a

      17      salary, does that, because, is the problem excessive

      18      compensation?

      19             SENATOR SQUADRON:  What level cap does?

      20             DOUGLAS SAUER:  Huh?

      21             SENATOR SQUADRON:  What level of cap does?

      22             DOUGLAS SAUER:  Well, it's -- we're talking

      23      about two different things.

      24             We're talking about, what somebody gets paid

      25      versus how much the State wants to pay towards that.







                                                                   77
       1             There is nothing that I've seen, that says

       2      you want to go after overall salaries of nonprofits.

       3             And it's -- so, I could still make

       4      $1.5 million, and, as long as I account, that, less

       5      $199,000 of State monies, I can still make the

       6      1.5 million.

       7             So, is the issue the -- is the issue:

       8             The sticker shock from, Wow, that's a lot of

       9      money for a health-care company?

      10             Or is the issue, is, Well, we're just

      11      limiting what we pay for it?

      12             SENATOR SQUADRON:  Well, in your view,

      13      what --

      14             DOUGLAS SAUER:  So, perhaps --

      15             SENATOR SQUADRON:  -- in your view, what's

      16      the issue?

      17             The overall -- you would say, the overall

      18      compensation?

      19             DOUGLAS SAUER:  I think the overall is more

      20      of a problem than how much State should say -- the

      21      State should buy what it wants to buy.

      22             SENATOR SQUADRON:  So, the overall --

      23             DOUGLAS SAUER:  And [unintelligible] comes

      24      attached to that.

      25             So I think it's less about, how much the







                                                                   78
       1      State is buying, because you make that decision

       2      through a procurement process, what you want to buy.

       3             And I think the issue, from a public's

       4      perspective is, some of these salaries are just

       5      outrageous, and --

       6             SENATOR SQUADRON:  So what's a good cap on

       7      salaries, in your view?

       8             DOUGLAS SAUER:  What's a good cap at

       9      salaries?

      10             Uhm...

      11             I think, if -- this is my personal opinion,

      12      and, certainly, from a legal perspective, they'll

      13      say --

      14             SENATOR MARCELLINO:  We won't tell anybody.

      15             DOUGLAS SAUER:  -- [unintelligible] --

      16             Pardon?

      17             SENATOR MARCELLINO:  We won't tell anybody.

      18             DOUGLAS SAUER:  Well, I'll tell you, if

      19      somebody's making a million dollars, I think you

      20      really got to stand back and look at it.

      21             And to be honest with you, if somebody's

      22      making $500,000, I think you really got to step back

      23      and look at it.

      24             I'd rather focus on that, than too broad a --

      25      establish a whole bureaucracy that's looking at a







                                                                   79
       1      much more broader map.

       2             SENATOR SQUADRON:  So, in some ways, your

       3      concern with the executive order, is it gives too

       4      much flexibility?

       5             That, it protects, sort of, the State dollar,

       6      but it doesn't actually deal with the issue --

       7             DOUGLAS SAUER:  The issue --

       8             SENATOR SQUADRON:  -- in your view?

       9             DOUGLAS SAUER:  The issue that you we have

      10      with outside establishments, it doesn't deal --

      11      again, what's the issue that we're talking about?

      12             But I -- I am confident that a lot of the

      13      higher-paid ones are still going to continue in

      14      their same processes, and it's just matter of

      15      getting a waiver.

      16             There is some e-mails that went out, right up

      17      to -- the day after the executive order, out to

      18      certain executives, saying -- from some trade

      19      association, saying:  Don't worry about this.

      20      You're going to get a carve-out.

      21             It's like everything else:  The strong lobby

      22      groups get carve-outs on these things; and the ones

      23      that aren't -- don't have much of a voice in the

      24      halls, don't.

      25             So, I don't -- I wonder if it's going to







                                                                   80
       1      solve anything.

       2             I think a lot of larger ones are still going

       3      to get by.

       4             SENATOR SQUADRON:  I don't want to speak for

       5      the Governor, but it seems to me, reading the

       6      executive order, that its goal is to protect State

       7      dollars.

       8             In a time where there's not a lot of State

       9      dollars, it's to protect State dollars, and not to,

      10      sort of, overdefine a sector that, you know, as

      11      we've heard from the previous witnesses, as we're

      12      hearing from you, is so diverse, in terms of, the

      13      size of organizations, source of funding, services

      14      they provide.

      15             So, you know, I think that the focus -- and

      16      we could talk about whether this is the one that you

      17      think is wise -- is the focus, is, not spending

      18      State dollars on wildly high compensations.

      19             DOUGLAS SAUER:  But how much money are you

      20      spending on trying to find that out?

      21             And what's going to be the end result of what

      22      you change?

      23             SENATOR SQUADRON:  Well, certainly, a

      24      fraction of some of the high --

      25             DOUGLAS SAUER:  And who's evaluating that?







                                                                   81
       1             So, I'm wondering whether that's a solution

       2      that's being proposed; whether you -- really, is

       3      going to be it; because, all they got to do is,

       4      manipulate how much money's coming into my salary

       5      from the State government.

       6             SENATOR SQUADRON:  Right.

       7             DOUGLAS SAUER:  That's all you gotta do.

       8             So, I'm going to still make -- I'm still

       9      going to be the CEO making $1.5 million.

      10             What have you changed?

      11             You've spent tax dollars, kind of, going

      12      after an issue that you really probably won't

      13      change.

      14             And, it's probably the smaller ones that are

      15      gonna put up a lot of money that they don't have,

      16      trying to deal with the regulation; much less, have

      17      multiple State agencies, have waivers, and they all

      18      establish their own criteria, and they have their

      19      own influences.

      20             And if I have an OASIS bud- -- funds, and I

      21      have OMH funds, and OMRDD funds, I got three

      22      different State agencies now I got to go through

      23      regulatory waivers that have different criteria.

      24             I mean, it's bureaucracy.

      25             SENATOR SQUADRON:  And I -- just in the







                                                                   82
       1      interest of time, look, I think that the concerns

       2      you raised, especially relative to some of the

       3      smaller organization, some of the

       4      less-handsomely-paid administrators and executives,

       5      as -- you know, you have a very sympathetic hearing

       6      here.

       7             A lot of the work that I've done in the

       8      Senate has been supporting such organizations.

       9             We need to have a solution, though.

      10             DOUGLAS SAUER:  Uh-huh.

      11             SENATOR SQUADRON:  And I would love to hear a

      12      solution coming from your organization.

      13             I think I might have heard, a $500,000 hard

      14      cap, rather than this formed one, which I think is

      15      one that we should, you know, seriously consider,

      16      and look at.

      17             DOUGLAS SAUER:  If you -- yeah, I --

      18             SENATOR SQUADRON:  But, again, the simple

      19      fact that there's going to be gaming;

      20             There's going to be -- you know, that any

      21      solution, when you try to increase flexibility

      22      increases the ability to game the system, that's

      23      just life, I don't think is a reason to leave the

      24      status quo.

      25             Because, I got to tell you, when I look at







                                                                   83
       1      some of the compensation levels, some of these

       2      organizations that are nonprofits in name, but, in

       3      fact, are 97 percent, 99 percent, funded by taxpayer

       4      dollars.

       5             You know, it's funny, we have 2,500 State and

       6      City employees -- New York City and New York State

       7      employees -- who make more than 2,500 -- make more

       8      then $200,000 a year.

       9             2,500 of them.

      10             And, so, there's certainly a case, that, when

      11      you're doing good work, and you're doing public

      12      service, you should make money.

      13             Of course, one of them is the golden

      14      parachute for the former coach at SUNY Binghamton.

      15             But, even that aside, you have 2,499.

      16             And -- the question, though, is:  Why these

      17      folks should be making in the range of 200 to 500,

      18      200 to 300, while you have folks who are, basically,

      19      essentially, State-funded, making in the millions.

      20             DOUGLAS SAUER:  And are we --

      21             SENATOR SQUADRON:  And that has to be solved,

      22      and we need a solution for that.

      23             DOUGLAS SAUER:  Are we talking about

      24      for-profits, too, in this?

      25             Are we talking about for-profits that







                                                                   84
       1      contract with the State of New York?

       2             Or, because you're a for-profit, and you can

       3      make money -- you can much, much money off the state

       4      taxpayers as you want?

       5             Are we including those?

       6             SENATOR MARCELLINO:  Actually, the Governor's

       7      executive order was slightly vague on that.

       8             It does reach into the for-profits.  And,

       9      that is a situation that has to be looked at as

      10      well.

      11             Do we want to or not?  That's another

      12      question.

      13             The other point, though, here, is, the tax

      14      dollars, and how it's being spent.

      15             And I think that's where we want to focus

      16      ourselves on, on that; and whether or not the

      17      Governor's executive order goes, I think, a little

      18      bit further than he might want it to.

      19             That's something we have to look at.

      20             DOUGLAS SAUER:  Let me --

      21             SENATOR SQUADRON:  And, again, we -- and,

      22      just -- and I'm gonna just -- I've taken up too much

      23      time.

      24             But, again, I do appreciate what I heard

      25      might have been a proposal, to just have the hard







                                                                   85
       1      $500,000 cap.

       2             That's a different direction than the

       3      Governor went, but, that's what this hearing is for.

       4             We have a problem.  We all need to agree we

       5      need a solution.  And, there are probably different

       6      ways to make that happen.

       7             DOUGLAS SAUER:  Just --

       8             SENATOR SQUADRON:  Thank you very much.

       9             DOUGLAS SAUER:  Yeah, I would just like to

      10      make one comment about the for-profit, because that

      11      needs to be considered.

      12             I know this Senate has passed, and it didn't

      13      get signed, L3C legislation:  Social-responsible

      14      for-profit corporations.

      15             And, there's a whole talk about

      16      entrepreneurs, and all that, and diverting money

      17      from charitable organizations over these for-profits

      18      that do social re- -- that don't have to report

      19      their compensation, because making money means they

      20      can be more successful.

      21             So, if we look at this, I think, if it's

      22      about take State -- State tax dollars going towards

      23      buying, what, and is it worth it? -- it doesn't

      24      matter if it's for-profit or nonprofit.

      25             If that's what this is about.







                                                                   86
       1             SENATOR SQUADRON:  And just as a note:  That

       2      "benefit corporation" bill was my bill, and there's

       3      no tax benefit.  So, those corporations are paying

       4      taxes, which --

       5             DOUGLAS SAUER:  Well, they don't have to

       6      report their compensation.

       7             SENATOR SQUADRON:  But, yes -- but they pay

       8      taxes.

       9             DOUGLAS SAUER:  Yeah, but they do not report

      10      compensation.

      11             SENATOR SQUADRON:  That's correct.

      12             DOUGLAS SAUER:  And we're talking about

      13      compensation.

      14             SENATOR MARCELLINO:  Senator Zeldin?

      15             SENATOR ZELDIN:  Well, two points.

      16             First of all, great presentation.

      17             Thanks for being here.

      18             And I would agree, that you should -- should

      19      have a seat at the table, especially representing so

      20      many small- and medium-sized not-for-profits.

      21             So, I'm glad Senator Marcellino invited you

      22      to be here to testify.

      23             It sounded like you have a lot of very

      24      specific ideas of the way that the State can be more

      25      friendly towards all those not-for-profits doing the







                                                                   87
       1      right thing.

       2             My office happens to be 802, the LOB.  And

       3      I -- you know, we all have offices that probably

       4      would love to see, specifically, some of your

       5      thoughts, because, you started getting into a lot of

       6      them.  For the sake only time, can't get into all of

       7      them with the sufficient amount of details.

       8             So, my first is just a request to please

       9      provide me with the details of what you're referring

      10      to.

      11             The second part, the -- there is a problem.

      12             And, you know, Senator Squadron, really, you

      13      know, he just hit on it, really, that that was --

      14      really, that was where I was going with it as well.

      15             Just because you have so many members that

      16      are doing the right thing, I -- what happened over

      17      the summer, as we were just watching, just every

      18      single day, all of these seven-figure abuse stories

      19      coming out, the legis- -- we have to do something.

      20             DOUGLAS SAUER:  Thank you.

      21             SENATOR ZELDIN:  I mean, you hear -- I mean,

      22      one of the stories, you know, hundreds of millions

      23      of dollars of one, you know, overbilling, Medicaid.

      24             "Hundreds of millions of dollars."

      25             So, it's -- it's a problem.







                                                                   88
       1             And I think that, maybe, even your members

       2      should want us to tackle that larger problem,

       3      because it would help make the public discourse one

       4      that would be more beneficial to the entire

       5      industry.

       6             DOUGLAS SAUER:  I totally agree.

       7             SENATOR MARCELLINO:  Thank you.

       8             Thank you, Doug.  We'll be talking.

       9             DOUGLAS SAUER:  Thank you.

      10                  [Senator Diaz leaves the hearing room.]

      11             SENATOR MARCELLINO:  The next speaker is

      12      James Lytle, who is a partner in Manatt Phelps &

      13      Phillips, LLP, who will be testifying on behalf of:

      14             The Association for Community Living;

      15             Black Agency Executives;

      16             Catholic Charities of the Archdiocese of

      17      New York;

      18             Catholic Charities Neighborhood Services,

      19      Diocese of Brooklyn and Queens;

      20             Coalition of Behavioral Health Agencies;

      21             And, several others, including UJA Federation

      22      of New York, just to keep it balanced.

      23             JAMES LYTLE:  Fair enough.

      24             Thank you very much, Senator Marcellino, and

      25      members of the Committee.







                                                                   89
       1             I do appreciate the opportunity to testify

       2      today on behalf of what's, actually, 17 associations

       3      and coalitions of not-for-profit entities.

       4             And I can understand why you spared all of us

       5      the entire list.

       6             These organizations represent hundreds of

       7      not-for-profit organizations that contract with

       8      New York State and provide essential services.

       9             We, obviously, appreciate why we're here.

      10             And, the concerns that have been raised over

      11      these issues, and believe that there are steps that

      12      could be taken to address the concerns that have

      13      been raised.

      14             We do believe, however, that even

      15      well-intentioned proposals to address these issues

      16      could have some unintended consequences, and make it

      17      very difficult for legitimate not-for-profit

      18      organizations to recruit the leadership that they

      19      need, to meet their mission, and to meet the

      20      purposes for which the State's contracted with them.

      21             We -- I really have just four objectives.

      22             And thanks to, both, the passion that

      23      Mr. Sauer offered and the expertise that

      24      Mr. Cooney offered, I can narrow down my points to

      25      the things that I think I can really emphasize.







                                                                   90
       1             The first is, really, to emphasize the role

       2      that the not-for-profit sector plays in New York, at

       3      least briefly.

       4             Not-for-profit entities are a significant

       5      part of this state's economy:  Provide employment

       6      with a million New Yorkers; provide the lion's share

       7      of health and mental health and other human services

       8      to all New Yorkers; and, are irreplaceable parts of

       9      the safety net that we provide for our most

      10      vulnerable citizens.

      11             There are tens of thousands, obviously, of

      12      not-for-profits in the state, many of whom have

      13      total revenues less than $199,000, and are,

      14      obviously, not going to be seriously affected by the

      15      cap.

      16             There are others that receive over

      17      a billion dollars in State support, and are,

      18      obviously, in a different situation with respect to

      19      the level of complexity of the operations that

      20      they're entrusted with, with handling.

      21             22,000 active State contracts exist with

      22      not-for-profits, according to the State

      23      Comptroller's Office.

      24             And I think, if you've seen one of those

      25      22,000 State contracts, you've probably seen one of







                                                                   91
       1      those 22,000 State contracts.  They run the gamut of

       2      services, from meals for the elderly, housing for

       3      the homeless.  Everything, from prenatal care, to

       4      hospice care, community residences for disabled

       5      individuals, daycare services.

       6             Over 1.2 million people in New York are

       7      employed in not-for-profit organizations.

       8             Of the top twenty employers in New York,

       9      nine are not-for-profit; four of the number within

      10      the top ten of employees [sic].

      11             And, on Long Island alone, for Senator Zeldin

      12      and Senator Marcellino, 11 percent of all employment

      13      on Long Island, public and private, are with -- are

      14      in not-for-profit organization.

      15             Overall payroll on Long Island, according to

      16      the Long Island Association for this sector, is

      17      6.4 billion.  And they generate, in addition, in

      18      other jobs in the for-profit sector, an additional

      19      132,000 -- I'm sorry -- another 88,000 jobs in the

      20      for-profit sector.

      21             The economic contributions in the

      22      not-for-profit sector are, obviously, not why

      23      they're here.

      24             They're here to perform essential public

      25      services at the express urging of New York State.







                                                                   92
       1             They are the private part of the

       2      public-private partnership that is often talked

       3      about.  And they've been contracted by the State

       4      because the State's come to the conclusion that they

       5      can do it more cost-effectively, and at, generally,

       6      higher quality than the State can provide these

       7      services itself.

       8             Just like every other sector of the economy,

       9      the not-for-profit sector's also been hit by the

      10      recession.  Deep cuts in governmental support, as

      11      Doug has indicated, compounded by reductions in

      12      charitable giving, have put a lot of not-for-profit

      13      organizations in significant financial distress.

      14             Mr. Cooney made my second point, which is,

      15      that not-for-profit corporations are already subject

      16      to very close and careful scrutiny, not only by the

      17      Attorney General's Office, but by the

      18      Internal Revenue Service.

      19             And, I don't think I need to reiterate those

      20      requirements, except to say, that the most sensible

      21      approach, in our judgment, is to build on what

      22      exists, in terms of the existing regulatory

      23      structure, and strengthen it, to make it even

      24      clearer that not-for-profit boards ought to be held

      25      accountable for the decisions they make, with







                                                                   93
       1      respect to executive compensation, administrative

       2      costs, and the balance of issues that they have to

       3      address.

       4             I should point out, that on the

       5      administrative-cost side in particular, as I think

       6      Mr. Sauer mentioned, just about every State agency

       7      has an approach to try to limit the amount it pays

       8      for overhead.  It varies all over the lot, and it

       9      does -- it makes sense to vary, to some degree,

      10      because the nature of the services being provided

      11      are different.

      12             Overhead in one agency is probably not going

      13      to be comparable to another, dependent on the nature

      14      of the services that are being provided.

      15             So, turning to the proposals that the

      16      Governor advanced through the budget and through the

      17      executive order, what they would do is subject every

      18      entity that contracts with the State to a

      19      "one size fits all" limitation, both on executive

      20      compensation and on administrative expense, that

      21      don't take into account the unique nature of the

      22      contracting entities, would seriously damage, we

      23      believe, the recruitment of qualified executive

      24      leadership in the sector, and would, we think, be

      25      ultimately unworkable, and probably unfair responses







                                                                   94
       1      to a problem that I think, as the other witnesses

       2      have indicated, prob- -- and as you have conceded,

       3      probably requires more of a surgical-laser approach

       4      than a sledgehammer.

       5             Again, we know why we're here: abuses have

       6      occurred.

       7             No evidence has been advanced, by anyone so

       8      far, that suggests that these abuses are either

       9      widespread or particularly unpunished when they have

      10      occurred.

      11             A single statewide cap on administrative

      12      expenses and executive compensation, we don't think

      13      is the answer.

      14             The "one size fits all" approach, basically,

      15      to address the compensation and administrative

      16      spending practice of tens of thousands of

      17      not-for-profit organizations, really won't

      18      effectively curb excessive compensation by a handful

      19      of offending entities, and will do harm to an

      20      already fragile not-for-profit sector.

      21             Rather than focusing limited enforcement and

      22      regulatory resources on all of the entities that

      23      contract with New York, I think, if a proposals

      24      could be developed that would target the abusers --

      25      those individuals, those organizations -- that have







                                                                   95
       1      clearly exceeded the standards that have already

       2      existed in law for a decade or more, and would hold

       3      those organizations under account.

       4             The problems with the proposals that are

       5      before the legislature, and contained in the

       6      executive order, are, among others:

       7             They fail to recognize the vast disparities

       8      in the contracting entities, and very significant

       9      variations among them, including, their size, the

      10      complexity, their location, where costs obviously

      11      vary, and, the nature of the services that they

      12      render;

      13             They ignore the specialized expertise and

      14      experience that may be required to lead those

      15      organizations.

      16             It's been mentioned, for example, on the

      17      behavioral-health world, that there have been

      18      allegations of excessive compensation, some of them

      19      justified.

      20             But, you have a situation, where you're

      21      hiring a child psychiatrist to oversee an important

      22      program, one has to take into account the -- what

      23      the market is for persons with those sorts of

      24      specialized expertise, you would deprive

      25      not-for-profit organizations of the ability to







                                                                   96
       1      compete for the best executive leadership.

       2             Maybe more than anything else, it's our view

       3      that it's -- the proposal, as advanced, again,

       4      well-intentioned and courageous effort to put down a

       5      marker on this issue, is, ultimately, unworkable.

       6             If it means, as you were discussing,

       7      Senator Squadron, that this is a hard cap on

       8      not-for-profit corporation, or, if were modified to

       9      be such, it would almost surely, first of all, be

      10      subject to a challenge by one or more of the larger

      11      not-for-profits -- universities, health-care

      12      systems, et cetera -- that would contend that they

      13      may have, first of all, contractual obligations to

      14      their executive leadership.  But most importantly,

      15      they would argue that they're using other resources

      16      to supplement these salaries that may be beyond the

      17      State's ability to limit.

      18             So, if -- if even the largest not-for-profits

      19      were then subject to a hard cap on compensation, you

      20      would almost certainly result in a host of waivers

      21      and exceptions, implemented by the various State

      22      agencies, that would question whether this proposal,

      23      in fact, is fair and even-handed in its approach.

      24             On the other hand, if it only affects those

      25      organizations that receive, all, or most, of their







                                                                   97
       1      money from State resources, it would

       2      disproportionately impact on those organizations

       3      that primarily serve the most disadvantaged

       4      New Yorkers; and as a result, have to rely more on

       5      State support than anything else.

       6             So, if, on the one hand, the for-profit and

       7      not-for-profit entities that have a lot of other

       8      revenues and can supplement compensation, can

       9      effectively continue to exceed the compensation cap,

      10      and not worry about the administrative-cost

      11      limitation, you would be left with a proposal that

      12      treats one set of organizations one way; other

      13      organizations that have to rely more on State

      14      resources, differently.

      15             And, I don't think any proposal that

      16      particularly targets the organizations that serve

      17      the most disadvantaged New Yorkers should be

      18      entertained.

      19             One of the dilemmas of this, it seems to me,

      20      is that it goes counter to some other important

      21      State policies as we try to aggregate organizations;

      22      whether they're school districts, State agencies, or

      23      not-for-profit organizations, to make them more

      24      cost-effective, and more efficient in providing

      25      services.







                                                                   98
       1             I know, I'm currently representing a number

       2      of entities in this community, and elsewhere, that

       3      are merging, to form larger, ultimately, more

       4      efficient, cost-effective organizations that serve

       5      the public interest.

       6             It is hard to imagine, that if you have two

       7      organizations, each of which, under this proposal,

       8      can properly pay their executives $199,000; or, say,

       9      you have three or four such organizations that

      10      decide to merge, to become more cost-effective, that

      11      you're gonna pay the executive, at the end of the

      12      day, of this merged organization, the same amount,

      13      not withstanding the increase in complexity, and the

      14      increased responsibilities that that larger

      15      organization would have to fulfill.

      16             As I noted, there are a multitude of already

      17      existing requirements that try to limit overhead

      18      costs and administrative costs, because everyone

      19      agrees that getting direct services to the people

      20      who need them, Senator Diaz noted in his comments

      21      earlier, is the key.

      22             The problem is, that by taking a -- an across

      23      the board approach about what that level of

      24      administrative expense should be, you ignore very,

      25      very different circumstances in different agencies.







                                                                   99
       1             I was told, for example, that, for people who

       2      provide residential services for children with

       3      serious emotional disturbances, heat and food are

       4      included within the calculation of the

       5      administrative expenses.

       6             It -- other organi- -- other State agencies

       7      define "administrative expenses" in different ways.

       8             To then have, across the board, the

       9      administrative expenses have to equal or be less

      10      than some threshold is just simply not going to

      11      work.

      12             There's a lot that, obviously, remains to be

      13      defined from the executive order and the

      14      legislation.

      15             I understood, from discussions with the

      16      members of the Executive Chamber, that maybe

      17      benchmarks will be used, to try to set cat- -- set

      18      salaries in different kinds of organizations, to

      19      take into account the complexity of this task, and

      20      the fact that some organizations, as I say, may

      21      receive $50,000 in State support, and others receive

      22      in excess of a billion dollars of State support.

      23             The problem is, it's hard to imagine the

      24      bureaucracy that will have to be established to make

      25      all of the benchmarks for all of the different kinds







                                                                   100
       1      of entities that are being funded out there, to

       2      update them, presumably, from time to time.

       3             It seems like an overwhelmingly complicated

       4      task, and not something, frankly, that government is

       5      probably very good at.

       6             Two examples of how government seems to be --

       7             SENATOR MARCELLINO:  We're very good at

       8      bureaucracy.

       9                  [Laughter.]

      10             JAMES LYTLE:  Well, not to make a point

      11      that's close to home, but, the legislature has

      12      struggled, for example, with how to deal with

      13      judicial compensation;

      14             And, has struggled how to compensate its own

      15      members.

      16             And I don't think either of those examples

      17      demonstrate that the State typically does a very

      18      good job of making compensation decisions that are

      19      fair, and that recognize the value of people's

      20      services.

      21             So, what do you do instead of all of this?

      22             Instead of injecting some sort of

      23      bureaucratic approach to try to set up salaries that

      24      range the limit from the size and complexity of

      25      these various organizations, I think there's a







                                                                   101
       1      better way to make sure that not-for-profit boards

       2      of directors understand what their obligations are,

       3      and are held to them, along the lines that

       4      Mr. Cooney also suggested.

       5             If we take the IRS guidelines, and enshrine

       6      them in the not-for-profit corporation law, and make

       7      them even clearer, to the extent they need to be, so

       8      that compensation policies have to be adopted across

       9      the board by not-for-profit entities, and they have

      10      to be prepared to defend the compensation decisions

      11      they make, I think we would go a long way to

      12      improving the current situation.

      13             And, second:  Authorize the attorney general

      14      to investigate and enforce those requirements.

      15             It's the Attorney General's Office that's

      16      been given this responsibility in New York State, to

      17      oversee the charities.  The Charities Bureau has

      18      been aggressive in doing so.

      19             If a not-for-profit refuses to comply, and

      20      doesn't meet -- doesn't -- can't demonstrate that it

      21      meets these standards, the contract with that

      22      not-for-profit could be terminated, and the board of

      23      that organization could be held accountable.

      24             It may be necessary to provide additional

      25      resources to the Attorney General's Office to







                                                                   102
       1      undertake this task.  And I think efforts could be

       2      made to identify those resources through reasonable

       3      fees on the not-for-profit sector, if necessary.

       4             And, finally:  Require State agencies to

       5      adopt reasonable administrative-costs limitations,

       6      as, frankly, most of them already have, but make

       7      sure that they meet the State's need, to make sure

       8      that dollars end up at the people with services to

       9      the people who require them.

      10             It might even be worth considering -- I hate

      11      to suggest yet another commission to address an

      12      issue -- but, the -- and, perhaps, one could build

      13      on the existing task force, Senator, that you serve

      14      on -- to study this issue, and give it the care and

      15      consideration that it requires.

      16             It doesn't need to take a very long time to

      17      come to those conclusions, but some serious look at

      18      the best way to approach these issues, I think is

      19      necessary.

      20             As you said, Senator, taking a broad brush

      21      towards this industry, and coming up with an

      22      across-the-board solution, would be like a

      23      characterizing the legislature in an unfair way for

      24      the misdeeds of a very small minority of its

      25      members.







                                                                   103
       1             I -- as far as we know, the data that was

       2      submitted to the task force has still not been

       3      analyzed.  There's been no report from the task

       4      force.

       5             At least, we should get the benefit of that

       6      that analysis and that guidance before we proceed to

       7      adopt some sweeping new rules, that I think will do

       8      more harm to the prudent, compliant, not-for-profit

       9      organizations, and not sufficiently target the

      10      actual wrongdoers.

      11             So, I appreciate your consideration of my

      12      testimony, and the hearing today, and I certainly

      13      would be happy to answer any questions.

      14             SENATOR MARCELLINO:  Thank you very much.

      15             It's my understanding, with the task force,

      16      they're still in receiving data.

      17             One of things I think that has slowed that

      18      down is the volume, and the extent of the

      19      questionnaire, which, as you -- as has been pointed

      20      out before, was quite expensive.

      21             JAMES LYTLE:  Yes.

      22             SENATOR MARCELLINO:  The Governor, when he

      23      was AG, recommended, and it became law, a

      24      consolidation law.

      25             We recognize there are 140,000 not-for-profit







                                                                   104
       1      entities.

       2             The Governor points out, when he was AG, that

       3      there are, literally, thousands of taxing entities

       4      in this State, and felt that there were, perhaps,

       5      too many, and, it was worth taking a hard look and

       6      consolidating them, and providing a procedural

       7      mechanism for consolidation.

       8             Hence this, the law.

       9             For record, I voted against that law.

      10             Are there too many not-for-profit

      11      organizations out there?

      12             Should there be consolidation within the

      13      fields?

      14             JAMES LYTLE:  I think it is incumbent on

      15      every not-for-profit organization to ask itself that

      16      question:  Are there ways in which we could perform

      17      the mission that we're asked to perform in a way

      18      that would be more cost-effective, more efficient,

      19      more powerful, in terms of its ultimate impact, if

      20      we linked up with some other organization and did

      21      it?

      22             I don't know with the right number is.

      23             I suspect that that is called for.

      24             And the reality is, that's exactly what the

      25      not-for-profit world has been doing.  There has been







                                                                   105
       1      a substantial amount of consolidation.

       2             And, again, I think it ultimately runs in the

       3      wrong direction of the -- this executive order runs

       4      in the wrong direction; will actually discourage

       5      that from happening.

       6             But, I do think there are some efficiencies.

       7             And I -- as I say, I'm in midst of helping

       8      four different organizations, in two different

       9      transactions, bring their work together, here in

      10      this community.

      11             And, it's happening all across the state.

      12             SENATOR MARCELLINO:  I mentioned before, the

      13      idea of making administrative costs, somehow

      14      defining them, and then making them a percentage, or

      15      capping them at a percentage, of the overall budget.

      16             If you're going to use tax dollars, making

      17      them a percentage of the overall budget.

      18             What do you think about that?

      19             JAMES LYTLE:  Well, I think, as -- as

      20      Mr. Cooney said, I think that is one of the

      21      factors that could be taken into account.

      22             If, actually, I think, as he suggested,

      23      certainly, I would make the point that that could

      24      result -- if it was used for compensation purposes;

      25      that compensation should be no more than a certain







                                                                   106
       1      percentage, it could result in very excessive

       2      compensation in some of these large organizations,

       3      and insufficient compensation in some of the smaller

       4      ones.

       5             But, it is a factor.  It, certainly -- there

       6      is, among the different things that should be

       7      considered, it seems to me, a legitimate factor.

       8             The complicating fact -- or, the complicating

       9      nature of this issue, is that there's a lot of other

      10      issues that have to be consider as well.

      11             Perhaps most significantly:  What does it

      12      take to recruit someone, looking at the for-profit

      13      and not-for-profit world, to lead an organization of

      14      the sort that we're discussing? -- whether it's a

      15      university; a comp -- comprehensive health system

      16      that may extend over an entire region, have a number

      17      of hospitals as part of it; or some other equally

      18      complex organization.

      19             And I think that is the other missing element

      20      to take into account, which is what the IRS

      21      guidelines are intended to do.

      22             So, what is it that it takes to hire a

      23      qualified person to perform these responsibilities,

      24      taking into account, if there's some specific

      25      professional licensure, or other requirements that







                                                                   107
       1      the job, essentially, entails?

       2             I take the risk of responding on behalf of an

       3      organization that hasn't asked me to, that was the

       4      subject of the story that Mr. Diaz -- that

       5      Senator Diaz mentioned in today's "New York Post."

       6             The organization receives in excess -- I

       7      think it is -- it's certainly in excess of a billion

       8      dollars, it may be more than a billion dollars, to,

       9      basically, provide health-care services to Medicaid

      10      recipients all across New York State.

      11             By every evidence, over the last ten years or

      12      so, the Department of Health has been convinced that

      13      this organization, and organizations like it, have

      14      done that in a way that's saved the State

      15      significant amounts of money, and has provided a

      16      better quality of health care for the people who

      17      receive those benefits.

      18             If you weren't going to hire that

      19      organization, and that CEO, to run the -- to provide

      20      those benefits, about -- one of the few other

      21      options the State would have, would be the contract

      22      with a commercial, maybe a national publicly traded

      23      health insurance company to do the same thing; some

      24      of whom are also in the same business, and they pay

      25      their executives a lot more than he's being paid.







                                                                   108
       1             And, now, it's very difficult, under these

       2      circumstances, and given what Senator Diaz

       3      mentioned, to feel comfortable with levels of

       4      compensation that are over a certain level.

       5             But the reality is, you could not recruit

       6      somebody to have a job like that.

       7             No similar health plan in the country pays

       8      $199,000 to someone to perform that service.

       9             SENATOR MARCELLINO:  Go ahead.

      10             SENATOR SQUADRON:  Thank you very much for

      11      your thoughtful testimony, and I do have to say,

      12      that some of, I think, the most important

      13      organizations in the state, you're here on behalf of

      14      today.

      15             So, I appreciate that.

      16             And as I said a couple of times today, you

      17      know, I think, that as you look at this list, our

      18      state would be bereft without them.

      19             So, it's an important point.

      20             I also appreciate that you did

      21      proposal alternatives here.

      22             It sounds like the hard-cap proposal that

      23      came up in the last witness's testimony, or

      24      answering questions, was not one that you think

      25      makes a lot of sense, at whatever level it's at.







                                                                   109
       1             Is that fair to say?

       2             JAMES LYTLE:  I don't think so, Senator.

       3             SENATOR SQUADRON:  So here's the challenge,

       4      though, and I think you lay it out well:

       5             I think you lay out some of the real

       6      challenges for the hard cap;

       7             I think you lay out some of the real

       8      challenges with, sort of, the structure of the

       9      current executive order;

      10             And you then lay out a third option.

      11             I think one of the problems with the third

      12      option, is, as you point out in your testimony,

      13      there are 27,000 of these organizations in the

      14      state.

      15             You know, the attorney general, we've seen

      16      over the last couple of administrations, not the

      17      current one, extraordinarily effective, but with

      18      really limited resources.

      19             And as we know, the Charities Bureau really

      20      is empowered to deal with some of these IRS

      21      regulations, if they so chose; or to deal with

      22      executive compensation during a number of other

      23      provisions of State law that allowed them to oversee

      24      nonprofits.

      25             So, the issue here isn't really changing







                                                                   110
       1      State law, to give the attorney general power they

       2      don't have.

       3             The problem is, none -- so we're going to

       4      have three solutions on the table, none of which get

       5      at the problem here.

       6             You also -- and I appreciate this --

       7      acknowledge there is a problem.

       8             So, it's a little bit of a pickle.

       9             JAMES LYTLE:  I agree.

      10             And I don't -- and I think, if there's one

      11      message I'm attempting to leave, is that this issue

      12      is a lot more complicated than -- than maybe -- that

      13      some of the conversations in the news media would

      14      suggest.

      15             But I think the -- and the notion that we

      16      give, both, resources, and some sort of an

      17      enforcement mechanism to the Attorney General's

      18      Office, to get involved in overseeing this in a more

      19      effective way, is worth pursuing.

      20             I'm not -- I leave it to the

      21      Attorney General's Office to give us a sense of what

      22      that would take.

      23             It's worth noting, that the attorney general

      24      already plays have very important role in approving

      25      State contracts in New York.  It's something which







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       1      the not-for-profit community sometimes complains

       2      about, because of the delays that are encountered in

       3      the -- along the way through the various approvals,

       4      but, they have that ability.

       5             If issues are raised, and the -- and, so,

       6      they have that ability.

       7             The information about the compensation levels

       8      of every executive in the not-for-profit sector is,

       9      as we've already heard, easily available.

      10             So, if there is a concern about that level of

      11      compensation, when that contract arrives at the

      12      attorney general's desk, it doesn't strike me as

      13      unreasonable to imagine a situation where the

      14      attorney general then asked that organization to

      15      provide it with the information -- to provide the

      16      Office the information that supports that

      17      compensation, determination that demonstrates that

      18      the appropriate procedure was followed.

      19             And, the attorney general doesn't approve the

      20      contract if he or she isn't satisfied with the

      21      answers to those questions.

      22             SENATOR SQUADRON:  Right, and I think we're

      23      talking about, potentially, emptying the ocean with

      24      a bucket, is one of the concerns; right?

      25             JAMES LYTLE:  Uh-huh.







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       1             SENATOR SQUADRON:  And, again, you know, when

       2      you look at the compensation, just of State

       3      employees, whether the presidents of a -- of public

       4      hospitals, or the major public authorities, or real

       5      experts who work either in the SUNY system, or the

       6      CUNY system, or in medical education, you know, you

       7      certainly do see that even the State has

       8      compensations over the 199 level.

       9             You don't see -- you see some very, very

      10      high-quality people working for the State, and you

      11      don't see these levels that are so extraordinarily

      12      high.

      13             And, again, as I pointed out earlier, some of

      14      these nonprofits you're talking about, being funded,

      15      not, you know, at a significant level with State

      16      dollars, but, essentially, every dollar coming from

      17      the State.

      18             And, just so I understand:  It's your view

      19      that, for these non-profits that are paying well

      20      above what any State employee makes, including the

      21      very high-level State employees that run very

      22      complex, large organizations, or entities, and with

      23      a great deal of expertise, that what they're doing

      24      is so different, and the -- the competitive

      25      environment for talent is so different, than what we







                                                                   113
       1      see at the State, that folks should be making,

       2      six, seven, eight times what the same State employee

       3      would be making, still being funded, you know, at

       4      least, 98 percent with State dollars?  97 percent

       5      with State dollars?

       6             JAMES LYTLE:  I think it's very difficult to

       7      draw clear comparisons between these roles.

       8             As someone who spent much of my prior life in

       9      both the public sector and the not-for-profit

      10      sector, there is a degree to which people assume

      11      there is a sacrifice in doing so, as you all have,

      12      obviously, also made that commitment.

      13             And, it is not unreasonable to therefore

      14      assume that people in either the public or

      15      not-for-profit sector are not going be making the

      16      same amount that they might make in other sectors.

      17             I -- it's very hard, I think, to compare this

      18      position to that position.

      19             I think each compensation decision should be

      20      very carefully scrutinized, but, on the merits of

      21      that particular position.

      22             And with, then, one of the questions being --

      23      maybe not only one -- but one of the questions being

      24      asked, is:  What does it take in the broader

      25      marketplace, for people who have the skills







                                                                   114
       1      necessary to do that job, to hire someone for that

       2      role?

       3             And, in the not-for-profit sector, if you're

       4      going make a determination to pay someone a high and

       5      competitive salary to do that, it's under the

       6      assumption that, somehow, they're bringing such

       7      competent leadership to the organization that it

       8      will pay dividends to the organization.

       9             And, you know, in the classic case of the

      10      college president who ends up raising more money

      11      than they're possibly with being paid, or, building

      12      an institution that provides the kind of education

      13      and stature that the trustees have asked this person

      14      to do, is -- you know, in some general sense, is

      15      worth the money that they're being paid for.

      16             SENATOR SQUADRON:  And the "exception"

      17      provision here doesn't answer that?

      18             JAMES LYTLE:  Well, I think I worry about

      19      having a situation where, 199, or some other number,

      20      is the norm; and, then, everyone lines up with their

      21      request for why they deserve something more than

      22      that.

      23             The risk is, again, not withstanding the best

      24      intentions of the folks who have to make those

      25      decisions, is that the best connected, most powerful







                                                                   115
       1      interests will end up getting the waiver granted;

       2      that organizations that may not be quite as well

       3      connected, won't.  That there won't be clear

       4      criteria about how those determinations are being

       5      made.

       6             And, then, it just brings the State in a

       7      position, I think, of micromanaging a situation

       8      which, again, for the most part, we respectfully

       9      would submit, isn't as broken as these proposals

      10      would suggest.

      11             SENATOR SQUADRON:  Right; and, again, just

      12      using the State payroll, and -- included in the

      13      associated entities, and the City's payroll, as an

      14      example:  You have 2,500 people making more than

      15      this threshold, in effect; you have 38 people making

      16      over half a million dollars. -- in 2010.

      17             So, it just seems to me -- and, again, I

      18      would urge you, and everything we've heard here

      19      today -- that, having a cap that has certain

      20      exceptions that are pretty tightly defined, makes

      21      sense here.

      22             And, the reluctance to do it, I fear, is

      23      about what are a very small number of organizations

      24      that are paying well above what that cap would be,

      25      or don't have a hard justification for it.







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       1             And I understand that -- you know, that,

       2      sometimes, the role is to -- is to argue for the way

       3      things are.  And, the largest organizations,

       4      obviously, have a role there.

       5             But, it -- I really appreciate what you've

       6      said, in terms of the concerns about recruiting

       7      talent; about the ability of certain organizations

       8      to overcome this, and not others.

       9             I don't think that this idea that, suddenly,

      10      the Charities Bureau's going to be able to look at

      11      every piece of executive compensation, in detail,

      12      without specific guidelines.

      13             I don't think that quite passes the

      14      "red face" test, although I do appreciate that it

      15      was a proposal presented.

      16             I think that what we see here, is, the

      17      Governor's executive order sets a threshold, has an

      18      "exception" provision.

      19             What I've heard from you, and from others

      20      today, is:  Perhaps that threshold should be a

      21      little bit higher, perhaps that "exception"

      22      provision should be more clearly defined, but, that

      23      that framework, actually, could make some sense.

      24             So, I really appreciate your adding to the

      25      record on this, and helping us really understand







                                                                   117
       1      this issue.

       2             Thank you.

       3             JAMES LYTLE:  Well, just to respond, briefly:

       4      I don't believe a cap, at any level, ultimately is

       5      workable.

       6             Not because it doesn't -- it would certainly

       7      satisfy the concerns raised about certain

       8      organizations, but I don't think, at the end of the

       9      day, it works, that government is in a position to

      10      be monitoring this question on a year-by-year basis,

      11      in an effective and thoughtful way.

      12             And that, ultimately, it actually, neither,

      13      would provide, I think, the benefit that we're

      14      seeking, or target the areas that there is the

      15      greatest concern.

      16             I don't think it would require -- the good

      17      news is, because there aren't very many

      18      not-for-profit organizations that have broken their

      19      trust, I don't think the Charities Bureau would be

      20      overtaxed in performing that responsibility.

      21             And, there would be a -- but I do agree with

      22      you, that they should -- there ought to be very

      23      clear guidelines about how that ought to be done,

      24      how compensation decisions are made.  Make it easier

      25      for both the not-for-profit world and the enforcers







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       1      to hold people accountable for making those

       2      decisions properly.

       3             SENATOR MARCELLINO:  Thank you.

       4             Senator Zeldin.

       5             SENATOR ZELDIN:  Mr. Lytle, you were

       6      referring to the one ordinance -- one organization

       7      that gets about a billion dollars in State support.

       8             And one of the issues with having a --

       9      possibly, a for-profit handle that, is that their

      10      executives would get paid even more.

      11             I have a very specific question that I would,

      12      just from the sake that you would even raise the

      13      point, you might be able to answer.

      14             Is it possible that -- that the State, by

      15      using a for-profit in that particular situation,

      16      despite the fact that they're paying an executive

      17      more, that for-profit may do it -- may do the

      18      service more efficiently so there would be a lower

      19      cost to the State?

      20             JAMES LYTLE:  It's a very specific question;

      21      and I --

      22             SENATOR ZELDIN:  I understand.

      23             I was referring to that one example you

      24      brought up.

      25             JAMES LYTLE:  Right.







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       1             I -- you know, the evidence is -- I am

       2      familiar with the field that we're talking about

       3      here, in terms of, which is, essentially,

       4      managed-care organizations that have accepted, and

       5      operated programs on behalf of the State for

       6      Medicaid beneficiaries.

       7             I think the evidence is, that the

       8      not-for-profit entities that are performing those

       9      functions have --

      10             And I should say, by -- in the interest of

      11      full disclosure, and not for the purposes of this

      12      testimony, but we do represent a group of those

      13      not-for-profit plans, for other purposes.

      14             -- that they've actually demonstrated that

      15      they have done it more cost-effectively and at

      16      higher quality than their colleagues in -- on the

      17      for-profit side.

      18             But that -- again, it's -- I think the

      19      reality is, that there is a -- what is sort of also

      20      ironic about the Governor's direction, I think --

      21             And it gets to Senator Marcellino's point,

      22      about the need to consolidate, generally.

      23             -- the Governor's also been moving, very

      24      dramatically, in the direction of having every

      25      Medicaid recipient enrolled in these plans.







                                                                   120
       1             That's the direction of the Governor's

       2      Medicaid Redesign Team, over a number of years.

       3             So, you're going to have larger and larger

       4      organizations out there that are going to accept

       5      larger and larger amounts of the State Medicaid

       6      dollar to perform these services, and, bear enormous

       7      responsibility, to make sure that that's -- those

       8      care and services are provided appropriately.

       9             SENATOR ZELDIN:  And just so I understand

      10      your -- the answer to the question:

      11             Are you stating, that, overall, that

      12      not-for-profit companies going to be handling the

      13      service more efficiently at lower cost to the State

      14      than a for-profit would?

      15             Or, are you saying that there are specific

      16      components that they do more efficiently?

      17             JAMES LYTLE:  I think it's hard to

      18      generalize, to be honest with you, in terms of an

      19      answer to that question.

      20             I think it's been demonstrated, that, and I

      21      think the State, for good reason, has felt

      22      comfortable, sometimes contracting with

      23      not-for-profit mission-driven organizations, even to

      24      perform things that a for-profit organization is

      25      qualified, and often provides, and quite properly.







                                                                   121
       1             But, sometimes, I think the State properly

       2      decides that having a mission-driven, often

       3      provider-sponsored, not-for-profit organization to

       4      perform those services is a better judgment call, in

       5      the long run, to make sure that the patients' needs

       6      are being adequately met.

       7             But I -- I don't know that it's possible to

       8      compare, across the board, whether not-for-profit

       9      organizations are more or less efficient in doing

      10      that than for-profits.

      11             I think they've shown themselves to be quite

      12      efficient in doing so.

      13             I'm just not sure what the -- you know, what

      14      the comparison would ultimately tell us.

      15             SENATOR ZELDIN:  Thank you.

      16             SENATOR MARCELLINO:  Thank you very much,

      17      Mr. Lytle.

      18             JAMES LYTLE:  Thank you.

      19             SENATOR MARCELLINO:  Appreciate your time;

      20      appreciate you coming down.

      21             Our next, and final, speaker will be,

      22      Jayne Cammisa, who is a registered nurse.

      23             JAYNE CAMMISA:  Hello.

      24             SENATOR MARCELLINO:  Good afternoon.

      25             JAYNE CAMMISA:  My name is Jayne Cammisa, and







                                                                   122
       1      I represent --

       2             SENATOR MARCELLINO:  Could you please move

       3      the microphone closer to you so that everybody in

       4      the back can hear you.

       5             JAYNE CAMMISA:  Sure.

       6             My name is Jayne Cammisa, and I represent a

       7      different group.

       8             I represent the employees of the

       9      not-for-profits; and I have a very different

      10      perspective than the eloquent speakers that spoke

      11      before me.

      12             I am a registered nurse at

      13      Westchester Medical Center, and I am also a proud

      14      member of the New York State Nurses Association.

      15             And I really thank you for allowing me this

      16      opportunity to speak in regards to the exorbitant

      17      executive salaries in some of the New York State

      18      hospitals and nursing homes.

      19             According to the 2009 financial reports:

      20             Westchester Medical Center Chief Executive

      21      Officer Michael Israel was paid $1.2 million;

      22             Our chief operating officer, Gary Brudnikie,

      23      was paid $738,000;

      24             While 36 other executives were paid between

      25      128,000 and 530,000 dollars.







                                                                   123
       1             Wouldn't some of this money be better spent

       2      on cultivating a stable RN workforce to provide

       3      quality patient care; the very patients, the very

       4      members, that all these nonprofits serve?

       5             In the middle of our contract negotiations

       6      this past October, the Nursing Association received

       7      notice that the facility would be eliminating

       8      250 RN positions.  An estimated 139 of these

       9      positions were nurses who work at the bedside.

      10             I work at the bedside.  I've worked at the

      11      bedside for 25 years.

      12             Other planned layoffs will affect direct-care

      13      providers, such as, nurse practitioners, clinicians,

      14      specialists, and physicians, that provide support,

      15      such as, manager, supervisors, coordinators, and the

      16      entire education department of our facility.

      17             We are a Level I Trauma teaching hospital.

      18             This is a staggering 19 percent cut to the

      19      direct-care nursing workforce at Westchester Medical

      20      Center, and it is simply too much for the remaining

      21      staff to bear.

      22             RNs are already reporting that they're

      23      working short-staffed, and many have been doing so

      24      since the layoffs at the medical center in 2003 and

      25      2004.







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       1             Staffing levels are an issue of concern

       2      because studies have linked poor staffing with

       3      higher incidents of adverse patient outcomes.

       4             My colleagues and I cannot comprehend why

       5      those at the bedside are being sacrificed while some

       6      executives continue to line their pockets at

       7      taxpayer expense.

       8             The executives of our facilities need to do

       9      the right thing.

      10             The executives of every nonprofit health-care

      11      organization have to do the right thing.

      12             What kind of message does this send, not only

      13      to the whole staff, but to the patients we serve,

      14      and the community as a whole.

      15             Even in current contract negotiation,

      16      Westchester Medical Center management is

      17      aggressively seeking cuts to nurses' benefits and

      18      wages, while refusing to commit to severe cuts in

      19      management salaries and benefits, or to discuss

      20      millions spent on outside contracts.

      21             Our negotiating committee, which I serve on,

      22      offered $9 million in various givebacks to our

      23      employer, only to be told we didn't work hard enough

      24      on our proposal.

      25             Westchester Medical Center faces the same







                                                                   125
       1      dilemma as many health-care facilities in

       2      New York State; yet, others haven't made cuts to

       3      this magnitude.

       4             Westchester Medical Center has the highest

       5      case-mix index in the country, and is the only burn

       6      unit between New York City and the Canadian Border.

       7             It is also the only Level I Trauma Center --

       8             Sorry.

       9             -- between New York City and Albany,

      10      supporting patients from seven counties.

      11             Having committed high-quality, high-credible

      12      nurses at the bedside is vital to the survival of

      13      the patients, and to this important institution.

      14             Layoffs at my facility will severely impact

      15      the safety and delivery of quality care, not only in

      16      Westchester, but the entire Hudson Valley.

      17             Recently, Governor Cuomo said the

      18      not-for-profits that provide services to the poor

      19      and needy, which we do, must work to prevent public

      20      funds from being diverted to excessive compensation

      21      and unnecessary administrative costs.

      22             The Governor issued an executive order that

      23      would cap both executive compensation and

      24      administrative costs by paid by the State to

      25      nonprofits and for-profit service providers.







                                                                   126
       1             My colleagues and I at Westchester Medical

       2      Center and the New York State Nurses Association

       3      applaud the Governor, and this Committee, for

       4      working to keep nonprofit executives accountable for

       5      their salaries, and better align themselves for the

       6      not-for-profit missions.

       7             I really thank you for letting me speak.

       8             SENATOR MARCELLINO:  We thank you for coming,

       9      and we thank you for the message that you're

      10      delivering.

      11             There are a number of proposals out there to

      12      cap executive salaries at hospitals.

      13             Is there any particular one that your

      14      association supports?

      15             JAYNE CAMMISA:  Is there one that we support?

      16             Christine LaPerche is here, from the thing.

      17             I support the nurses that do the work.

      18             I support anything that keeps with the

      19      mission statement.

      20             CHRISTINE LA PERCHE:  Basically, we support

      21      the present --

      22             SENATOR MARCELLINO:  Can you move the

      23      microphone closer to you.

      24             CHRISTINE LA PERCHE:  What we're saying is,

      25      there needs to be a start, somewhere; and this cap







                                                                   127
       1      is the start.

       2             So, we're in support of there being a cap.

       3             Can we speak to the capped amount?

       4             I think the 199 is a good beginning.

       5             SENATOR MARCELLINO:  I have -- what you're

       6      saying about the administrative salaries, I have a

       7      bill that we're currently looking at, towards

       8      education, dealing with capping administrative costs

       9      as a percentage of the overall school district's

      10      budget.

      11             Same question I've asked of some of the other

      12      speakers:  How do you feel about that, with respect

      13      to not-for-profits?

      14             Administrative costs; instead of capping an

      15      individual's salary per se, but capping overall

      16      administrative costs as a percentage of your budget,

      17      that the State could live?

      18             How about that?

      19             JAYNE CAMMISA:  I think we'd support that.

      20             CHRISTINE LA PERCHE:  We agree.

      21             SENATOR MARCELLINO:  Thank you very much.

      22             Senator?

      23             SENATOR SQUADRON:  Thank you very much for

      24      being here, and for your testimony and perspective.

      25             Just, do you know the starting salary for a







                                                                   128
       1      nurse at Westchester Medical Center?

       2             JAYNE CAMMISA:  $60,000.

       3             SENATOR SQUADRON:  Sixty.

       4             And do you know the average?

       5             JAYNE CAMMISA:  If you're there for 25 years,

       6      you average about $100,000.  But, you have to give

       7      25 years to the front line to get to that cap.

       8             SENATOR SQUADRON:  And --

       9             SENATOR MARCELLINO:  Is that a four-year

      10      degree or a two-year degree, the starting salary?

      11             JAYNE CAMMISA:  It could be either.

      12             But, our institution is, majorily [sic],

      13      they're hiring a four-year degree, bachelor of

      14      nurses.

      15             SENATOR SQUADRON:  Right, so somewhere

      16      between -- 60,000, and after 25 years of service,

      17      you may break into six figures at the very end of

      18      your career?

      19             JAYNE CAMMISA:  Yes, uh-huh, but that's after

      20      25 years.  Not after --

      21             Mr. Israel makes 1.2 million after

      22      four years.

      23             SENATOR SQUADRON:  And I -- I'm aware of

      24      this, and, certainly, very grateful with what nurses

      25      do, but, I just want to sure, for people who are







                                                                   129
       1      thinking about it every day, we still have a nursing

       2      shortage in the state, and in this country; right?

       3             JAYNE CAMMISA:  I believe there still is a

       4      nursing shortage, but, they just laid off

       5      139 experienced nurses, that are out of a job.

       6             Nursing students, I precept, and I mentor,

       7      students from the area colleges.  They can't get a

       8      job.

       9             They can't get a job.  They have to wait for

      10      someone to retire.

      11             It's harder and harder for nurses to enter

      12      the field of nursing.

      13             SENATOR SQUADRON:  Great, so, we have a

      14      situation, where we have the salary level, we have

      15      sort of a national nursing shortage, and, we have

      16      well-trained folks who are currently laid off and

      17      don't have a job --

      18             JAYNE CAMMISA:  Yes.

      19             SENATOR SQUADRON:  -- at the same time.

      20             I really appreciate this perspective, and I

      21      think it helps bring everyone down to earth a little

      22      bit, about what we're really talking about here.

      23             And, of course, just the final question:

      24             I know that you work at Westchester Medical

      25      Center, and stuff, but, you do pay taxes; right?







                                                                   130
       1             We're talking about --

       2             JAYNE CAMMISA:  I am --

       3             SENATOR SQUADRON:  -- your tax dollars

       4      funding your boss?

       5             JAYNE CAMMISA:  I am -- have been a

       6      Westchester County resident for my whole married

       7      life: 23 years.  And, before that, Putnam.

       8             I've lived in New York State my entire life.

       9             I pay my taxes.

      10             I -- I speak for the taxpayers:  I think this

      11      is outrageous, how much money they make.

      12             SENATOR SQUADRON:  Well, I thank you for your

      13      perspective, both, as a front-line worker at a

      14      New York nonprofit, and also as a taxpayer.

      15             Thank you very much.

      16             SENATOR ZELDIN:  Thank you.  Great testimony.

      17             SENATOR MARCELLINO:  Thank you very much,

      18      ladies.

      19             That closes the Committee hearing.

      20             The Committee will review all testimony that

      21      was given today, and a written report will be issued

      22      shortly, on the issue of the State to reform

      23      compensation oversight.

      24             And, we want to thank the Senators for

      25      attending;







                                                                   131
       1             The camera crew for working here, and the

       2      technical people;

       3             The Committee staff, Beth Keliher [ph.] and

       4      Rob Parker.

       5             And, once again, for all of those who

       6      attended, and those who participated with testimony,

       7      written, and all.

       8             Thank you.

       9             Meeting adjourned.

      10

      11                  [Whereupon, at 1:09 p.m., the public

      12        hearing, held before the New York State Senate

      13        Standing Committee on Investigations and

      14        Government Operations, concluded.]

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