Media Mentions
2008
Michael W. Peregrine was quoted in the July 1 issue of The Wall Street Journal in an article regarding the dismissal of appeals against ex-New York Stock Exchange Chairman Richard Grasso to return a portion of his $187.5 million compensation package. "It's an incomplete decision from a nonprofit perspective. We're not going to have real closure on the merits. Having closure on merits would have provided some guidance to volunteer directors," Mr. Peregrine said.
Michael W. Peregrine, Health, Tax Exemption
Michael Peregrine was quoted in the May 1 issue of BNA's Health Law Reporter in an article regarding the IRS not backing off of its plan to put more pressure on charities to develop better governance plans. "The comments of the current and former IRS officials underscore the significant level of governance oversight activity at the federal level, provide guidance on specific areas of legislative and regulatory concern with respect to governance, and give counsel meaningful 'ammunition' as they seek to advise their client executives and boards concerning the reasons for, and extent of, IRS and Senate Finance Committee Interest," Mr. Peregrine said.
Michael W. Peregrine, Health, Tax Exemption
Michael Peregrine was quoted in the March 28 issue of TaxAnalysts in an article regarding the new final regulations under section 4958 that were released by the IRS making clear that tax-exempt organizations that become involved in excess benefit transactions with disqualified persons will be in better shape if they discover the problem and take corrective action before the IRS gets involved. "The final regulations are significant from a corporate governance perspective. The regulations show that an organization's board must be aware of the circumstances under which excess benefit transactions can put exemption at risk," Mr. Peregrine said.
Michael W. Peregrine, Corporate Responsibility, Health, Tax Exemption
Michael Peregrine was quoted in the March 6 issue of BNA's Health Law Reporter in an article regarding the IRS' releasing of an updated memorandum detailing those organizational structures and operational policies that it believes will improve governance of tax-exempt organizations. "The memorandum sheds important new light on the IRS' view of such important issues as governing board size, diligence and composition; oversight of sophisticated investment vehicles; and document retention and whistleblower policies," Mr. Peregrine said.
Michael W. Peregrine, Corporate Responsibility, Health, Tax Exemption
Michael Peregrine was quoted in the January 3, 2008 issue of BNA's Health Law Reporter in an article regarding top health law issues for 2008, including taxation affecting exempt health care organizations and governance issues. "The role of the federal government in the oversight of nonprofit health care facilities will continue to evolve with the ongoing interest of the Senate Finance Committee and the continued re-consideration of the community benefit standard – and its' community board component – for determining tax exemption eligibility," Mr. Peregrine said. He also commented that the IRS's new Form 990 places corporate governance of tax-exempt organizations front and center.
2007
Michael Peregrine was featured in the December 28, 2007 issue of Tax Analysts in an article where he discusses the Panel on the Nonprofit Sector's recently released Principles of Good Governance and Ethical Practice.
Michael Peregrine was quoted in a December 24, 2007 article in Crain’s Chicago Business in an article regarding the undisclosed compensation of Kaarina Koskenalusta, the head of the prosperous non-profit, Executive's Club of Chicago. "The IRS requires disclosure to be sure tax-exempt status doesn't result in excess pay. In this environment, boards have to be super-sensitive. You have to avoid the inference you're hiding excessive compensation," Mr. Peregrine said.
Michael Peregrine was quoted in the December 21, 2007 issue of the Wall Street Journal in an article regarding the IRS rolling back some of the elements hospital groups found in the new Form 990. Much of the new hospital-specific form won't apply until hospitals file for 2009. "The new forms are generally an improvement over this summer’s proposal. But the new regime will still be considerably tougher than what hospitals and other nonprofits currently file, particularly when it comes to disclosing governance procedures and potential conflicts of interest," Mr. Peregrine said.
Michael Peregrine was quoted in the October 23 issue of BNA’s Health Care Daily in an article regarding The Panel on the Nonprofit Sector Organization issuing a guide on good governance principles for charities. "The recommendations were comprehensive and are likely to evolve into 'de facto' best practices for the nonprofit sector and should be carefully reviewed," he said. "These recommendations introduce into the governance discourse a new level of detail and specificity concerning proper practices and serve as a reminder that the attention and focus on nonprofit governance is likely to remain as a basic legal and compliance issue," Mr. Peregrine added.
Michael Peregrine was quoted in the October 22 issue of Modern Healthcare in an article regarding the Panel on the Nonprofit Sector releasing a report encouraging not-for-profit organizations to post their IRS Form 990s online. "For those hospitals that are voluntarily working to comply with Sarbanes-Oxley in an effort to be more transparent, the principles go way beyond those rules. What this will do is introduce into the governance discourse a new level of detail and specificity concerning proper practices," Mr. Peregrine said.
Michael Peregrine was quoted in the October 18 article in Corporate Counsel in regards to the J. Paul Getty Trust. "The Getty's experience is a wonderful example of two things. When clients say, 'It can't happen to us,' he points to the trust. It's also a great example of how to respond to a problem and fix it," Mr. Peregrine adds.
Michael Peregrine was quoted in the August 13 issue of Modern Healthcare in an article regarding a settlement agreement with the former directors and officers of the now-defunct Granada Hills Community Hospital in California. “Directors are going to feel more comfortable without too much fear of being sued,” Mr. Peregrine said.
Michael Peregrine was quoted in an August 6 article published by Crain’s Chicago Business regarding Chicago-area hospitals boosting spending on free medical care by $187.4 million and being scrutinized for their charitable practices. "Hospitals will need to fight to show the value they provide in exchange for their tax exemptions," Mr. Peregrine said.
Michael W. Peregrine, Health, Tax Exemption
Michael Peregrine was quoted in the July 20 edition of The Wall Street Journal in an article regarding whether not-for-profit hospitals provide enough care to uninsured patients to warrant the sizable tax breaks they receive for charitable work. "Some people thought when Grassley lost his chairmanship, he’d go away. Not-for-profit hospitals clearly have a legislative fight on their hands," Mr. Peregrine said.
Michael Peregrine was quoted in the June 25 issue of Modern Healthcare in an article regarding the Smithsonian Institution having unchecked transgressions by its former secretary and they will now adopt a new set of practices to restructure its oversight of the institution. “Although the Smithsonian is a trust established by Congress, it is, like most hospitals, a 501©(3) charitable organization. These Smithsonian developments are likely to have a broad spillover effect on the nonprofit sector,” Mr. Peregrine said.
Ralph DeJong and Michael Peregrine were quoted in the June 4 issue of The National Law Journal in an article they co-wrote in regards to the recent decision in the controversial Spitzer v. Grasso litigation dealing with Grasso's excessive compensation payments. "This decision thus suggests, in a significant and dramatic way, the likely of different strategic options for both the "enforcer" of nonprofit corporation laws and for the subjects of that enforcement," Mr. DeJong and Mr. Peregrine wrote.
Ralph E. DeJong, Michael W. Peregrine, Executive Compensation, Health
Michael Peregrine was quoted in the May 31 issue of BNA’s Health Law Reporter in an article regarding Democratic representative of California, Henry A. Waxman, asking compensation consulting firms to describe how consulting services provided to the top 250 U.S. companies could affect both for-profit and non-profit health care organizations. “The activities of Waxman and his Committee on Oversight and Government Reform,” as they relate to the independence of compensation consultants, “have a definite spillover impact on both for-profit and nonprofit health care sectors,” Mr. Peregrine said. “The no doubt well-intentioned efforts of Rep. Waxman and his committee may, however, have the unfortunate effect of focusing on just one of the many indicia of best practices, to the possible exclusion of the others,” Mr. Peregrine also noted.
Michael W. Peregrine, Health, Health - M&A
Michael Peregrine was quoted in The Wall Street Journal on May 9 regarding Dick Grasso, the former head of the New York Stock Exchange, winning a significant legal victory in his fight to keep his $187.5 million pay package. "Yesterday's appellate ruling amounts to a real threat to the broad enforcement powers of attorneys general. It may hamstring much of their oversight activity in the nonprofit sector," said Mr. Peregrine.
Michael Peregrine was quoted in the April 19 issue of BNA’s Health Law Reporter in the article "IRS Interim Report Should Address Community Benefit, Treasury IF Says." The article addressed the issue that the IRS should include in an upcoming report on tax-exempt hospitals an assessment of how those hospitals are complying with the community benefit standard for hospital tax exemption. "The report reflects the perspective of the General Accountability Office, and past statements by the IRS Commissioner, that it is often difficult to differentiate between for-profit and nonprofit providers in terms of community benefit and charity care provided," Mr. Peregrine said.
Michael W. Peregrine, Health, Tax Exemption
Michael Peregrine was quoted in the April 19 issue of BNA’s Health Law Reporter in the article "Judge Rules Two Nonprofit Hospitals May Leave Cincinnati Health Alliance." The article addressed two nonprofit hospitals that may withdraw from the Health Alliance of Greater Cincinnati, since the joint operating agreement binding them to the region's largest health care network allows their governing boards "to exercise ultimate authority for fulfilling their respective charitable missions." "This is a significant decision, which could lead to enhanced instability in nonprofit health systems formed through change of membership, affiliation, JOAs and other means," Mr. Peregrine said.
Michael W. Peregrine, Health, Tax Exemption
Michael Peregrine was quoted in the April 18 issue of BNA’s Health Care Daily in an article regarding two nonprofit hospitals in Ohio that can withdraw from the Health Alliance of Greater Cincinnati. "This is a significant decision, which could lead to enhanced instability in nonprofit health systems formed through change of membership, affiliation, and other means. This may especially be the case where controversy or disagreement has already arisen amongst system partners. The judge’s decision to allow the withdrawal of Christ and St. Luke's Hospital from The Health Alliance could thus contribute to any existing instability of already fragile affiliation," Mr. Peregrine said.
Michael W. Peregrine, Health, Health - M&A
Michael Peregrine was quoted in the February 12 issue of Modern Healthcare Online in an article discussing the new guidelines that were distributed by the IRS for governing boards of tax-exempt organizations. "Not-for-profit hospitals should not be lulled into thinking the guidelines are insignificant just because the suggested practices are not breaking any new ground," Mr. Peregrine said.
Michael W. Peregrine, Health, Tax Exemption
Michael Peregrine was quoted in the February 6 issue of TaxAnalysts in an article discussing a list that was prepared by the IRS of preliminary guidelines designed to help charity boards improve their oversight of charities. "Charity boards should take a good look at the guidelines. I wouldn't just blow these off as insignificant or as breaking no new ground. The guidelines make a couple of important points," Mr. Peregrine said.
Michael W. Peregrine, Health, Tax, Tax Exemption
Michael Peregrine was quoted in the February issue of Corporate Counsel about the recent decision of the American Red Cross to reform their structure due to various congressional attacks throughout the years. "The politics probably played a big role in the Red Cross's reforms, too. They were reacting to the spotlight," Mr. Peregrine said.
Michael W. Peregrine, Health, Tax Exemption
Michael W. Peregrine was quoted extensively in the the January 4 issue of BNA’s Health Law Reporter discussing taxation and charity care issues that health care providers will face in the coming year. He commented, "The new SEC rules on disclosure of executive compensation, coupled with the revisions to the Form 990, will have a significant effect on health care organizations. Another development in this area will be increased pressure on compensation committees to confirm that they have taken into consideration all elements of compensation. There are a series of governance issues all flying right now 'under the radar,' that could have a significant impact in 2007." He also noted Sarbanes-Oxley developments should be watched "as a variety of groups, including the Treasury Secretary and the U.S. Chamber of Commerce, seek to find a new 'balance' in the evolution" of corporate governance and responsibility laws.
2006
Michael W. Peregrine was quoted in the December 21 issue of BNA's Health Law Reporter about the DOJ issuing new guidelines that prohibit federal prosecutors from considering a corporation’s refusal to waive the attorney-client privilege as part of a charging decision in a criminal investigation. "Corporate executives should be more comfortable in seeking the advise of corporate counsel, with greater assurance that the attorney-client privilege will be respected," Mr. Peregrine said.
Michael Peregrine was quoted in the October 20 issue of The Washington Post regarding the judge's ruling that former NYSE chief Dick Grasso breached his duty by failing to disclose his ballooning retirement fund in the years before his resignation. "This is the kind of decision that will make nonprofit CEOs sit up and take notice," commented Mr. Peregrine. "They're going to spill their coffee in their laps when they read this case."
Michael W. Peregrine, Executive Compensation, Health, Tax Exemption
Michael Peregrine was quoted in the August 12 issue of Outpatient Surgery Magazine in the article, "How Did CMS Settle on 62 Percent?" The article discussed that beginning in 2008, the Centers for Medicare and Medicaid Services would pay surgery centers 62 percent of what they pay hospital outpatient departments for providing the exact same procedures, even as they planned to eradicate ASC procedure groupers and link ASC payments to those hospitals that receive under OPPS. Mr. Peregrine was quoted saying that "It's important to note that the 62 percent relationship wouldn’t be permanent. Under the proposed methodology, CMS would recalculate the two conversion factors each year, and the hospital–ASC payment relationship would vary accordingly."
Michael W. Peregrine, Ambulatory Surgery Centers (ASC), Health, Managed Care
Michael Peregrine was quoted in the August 10 issue of BNA's Health Law Reporter in the article "State Appeals Court Affirms Sanctions in Derivative Action Against Nonprofit Board." Mr. Peregrine was quoted saying that the decision "is very significant in that it is one of the rare instances where we have seen a 'derivative' cause of action used in the nonprofit health care context."
Michael W. Peregrine, Health, Tax Exemption
Michael Peregrine was quoted by Modernhealthcare.com on August 7 regarding oversight of executive pay, bonuses and perks among not-for-profit health systems. Mr. Peregrine was quoted saying that "not-for-profit system officials and consultants argued results revealed solid governance and a heightened sensitivity to calls for greater oversight of tax-exempt charities pay to keep top executives."
Michael W. Peregrine, Health, Tax Exemption
Michael Peregrine was quoted in the July 5 issue of BNA's Health Law Reporter in the article "Court Blasts Prosecutors in KPMG Case; Ruling May Impact Health Care Investigations." The case is expected to impact the conduct of government investigations in many sectors, including health care. Mr. Peregrine noted that "the whole debate should also prompt health care corporations to revisit the indemnification and insurance protections they provide officers and directors."
Michael Peregrine was quoted in the June 1 issue of BNA’s Health Law Reporter in an article regarding the IRS community benefit questionnaire, recently sent to hundreds of tax-exempt hospitals. "The questionnaire goes to the heart of a hospital's tax-exempt status and needs to be responded to with care, attentiveness and accuracy," Mr. Peregrine said.
Michael W. Peregrine, Health, Tax Exemption
Michael Peregrine was quoted in the May 5 issue of Rocky Mountain News in the article “Salaries Soar for Hospital Execs.” Mr. Peregrine said the allegations of excessive compensation at nonprofits is a very juicy story. "Politicians love to make hay of this,” he said. “But we have to come back and look at what the law allows. There is no inherent obligation to pay less at nonprofits."
Michael W. Peregrine, Health, Tax Exemption
Michael Peregrine was quoted in the May 4 issue of BNA's Health Law Reporter regarding executive compensation processes of nonprofit hospitals. He suggested they "focus on known 'trouble spots' independence of the process, including both committee members and advisers, transparency to the board of the recommendations, committee and board comprehension of retirement benefits and clarification of travel, entertainment, and discretionary expenditures."
Michael W. Peregrine, Executive Compensation, Health, Tax Exemption
Michael Peregrine was quoted in the April 20 issue of BNA's Health Law Reporter regarding the U.S. Sentencing Commission's April 5 vote to remove language in the Sentencing Guidelines that puts pressure on corporations under criminal investigation to waive attorney-client privilege and work product protection as a condition of being deemed cooperative with prosecutors. "The change will affect any regulated organization that has a compliance plan, including those in the health care industry," Mr. Peregrine said.
Michael W. Peregrine, Corporate Responsibility, Health, Tax Exemption
Michael Peregrine was quoted in the April 17 issue of Modern Healthcare regarding the Government Accountability Office’s second series of "soft-contact-audit" letters after a batch the GAO mailed earlier this year. "The GAO inquiry is distinct from the IRS probe,” Mr. Peregrine said. "Tax-exempt hospitals are facing two separate inquiries with overlapping issues this year."
Michael W. Peregrine, Corporate Responsibility, Health, Tax Exemption
Michael Peregrine was quoted in the March 27 issue of Modern Healthcare in an article regarding charity care accountability. "The tax-exempt status of non-for-profit hospitals probably won’t be revoked," Mr. Peregrine said, "But the IRS has said it fully intends to audit up to 650 hospitals this year to determine if they are complying with the community-benefit standard, ambiguous as it is."
Michael W. Peregrine, Health, Tax Exemption
Michael Peregrine was quoted in the February 20 issue of Modern Healthcare in the article, "Keeping the Heat On," regarding continued scrutiny of healthcare organizations by the Internal Revenue Service. Mr. Peregrine said the multi-fronted assault on not-for-profit hospitals is partly driven by government officials angry at perceived abuses of tax-exempt status and hungry for tax revenue in an era of state and federal budget cuts. "Congress is pressuring the service to increase regulatory scrutiny of tax-exempts and it has a tremendous influence over the IRS," he said.
Michael W. Peregrine, Health, Tax Exemption
Michael Peregrine was quoted in the January 30 issue of Modern Healthcare in the article, "States Turn Up the Heat." Mr. Peregrine said not-for-profit boards will likely continue to face "disproportionately high regulatory pressure" to refine their governance policies relating to executive travel and benefits such as automobiles and housing. "In my judgment, states are better able to deal with issues of oversight," he said. "State government is closer to the front line."
Michael W. Peregrine, Health, Tax Exemption
2005
Michael Peregrine was quoted in the October 31 issue of Modern Healthcare in the article "IRS Turns Up the Heat: Agency May Seek Data on Compensation, Benefits," advising not-for-profit hospitals to prepare for additional scrutiny from Washington concerning their tax-exempt status. "The underlying issue is: What is an individual hospital doing in terms of programs and activities to provide 'community benefits,' in order to justify their continued tax-exempt status," Mr. Peregrine said.
Michael W. Peregrine, Health, Tax Exemption
Michael Peregrine was quoted in the October 2005 issue of The Exempt Organization Tax Review in an analysis of the Internal Revenue Service's proposed regulations addressing intermediate sanctions. Mr. Peregrine said the proposed regulations will "raise the stakes" on the substance of an executive officer's intermediate sanctions review process. "I view these regulations as positive from the perspective of providing useful guidance, incentive for closer internal review of potential excess benefit transactions, and enhancing the importance of having the compliance officer focus on tax, as well as other, principal legal issues," Mr. Peregrine said.
Michael W. Peregrine, Health, Tax Exemption
Michael Peregrine was quoted in the September 19 issue of Modern Healthcare in an article regarding the IRS's proposed regulations that would threaten the tax-exempt status of not-for-profit hospitals and other 501(c)(3) organizations for committing excess-benefit transactions. With the proposed regulations, Mr. Peregrine said, the proposed rules for the first time expressly link maintaining exemption to avoiding excess-benefit transactions. "The proposed regulations put a real premium on internal tax compliance, another task for the compliance officer, because the IRS says things will go better if the organization finds the excess-benefit transaction itself and makes a good faith attempt to fix it before the IRS finds out," he said.
Michael W. Peregrine, Health, Tax Exemption
Michael Peregrine was quoted in the September 14 issue of Tax Notes Today regarding the IRS's released proposed regulations that seek to explain the circumstances under which the IRS will both impose intermediate sanctions and revoke tax-exempt status when excess benefit transactions involving exempt organizations occur. Mr. Peregrine said the proposed regulations will "raise the stakes" on the substance of an exempt organization's intermediate sanctions review process. He pointed out that now, for the first time, an exempt organization can be liable for excess benefit transactions by losing exemption; until now only the transaction participants were penalized. "That will back up general counsel who advise their clients to closely scrutinize potential excess benefit transactions," he predicted.
Michael W. Peregrine, Health, Tax, Tax Exemption
Michael Peregrine was quoted in the September 12 issue of BNA's Health Care Daily Report in regard to the IRS's September 8 proposed intermediate sanctions regulations that define when excess benefit transactions may place a nonprofit organization's exemption at risk. Mr. Peregrine said the proposed rules state "in clear terms that, if individuals associated with an organization engage in excess benefit transactions, the organization's exempt status will be at risk in appropriate circumstances."
Michael W. Peregrine, Health, Tax, Tax Exemption
Michael Peregrine was quoted in the August 25 issue of BNA's Health Law Reporter regarding the decision by the Minnesota District Court in favor of Medica Health Plans (Minnesota v. Medica Health Plans). Mr. Peregrine said the decision was noteworthy to the extent that it places certain boundaries on the otherwise broad jurisdiction of the attorney general with respect to oversight of nonprofit organizations and their boards. "It also serves as a reminder that corporate directors can successfully defend themselves against breach of fiduciary duty claims, despite the heated nature of the rhetoric applied against them," he added.
Michael Peregrine was quoted in the August 8 issue of Modern Healthcare in the article "Hard to Handle: New Guidance Helps Boards Navigate Sarbanes- Oxley." The Public Company Accounting Oversight Board on July 26 released rules on auditor independence that essentially makes is easier for hospitals and systems to hire their auditing firms to perform tax-related services. "Even if the standards issued by the PCAOB, which was created by Sarbanes-Oxley, don't apply directly to not-for-profit hospitals and systems," said Mr. Peregrine, "the standards should be viewed in the same way Sarbanes-Oxley is: as representing good policy."
Michael W. Peregrine, Health, Tax Exemption
Michael Peregrine was quoted in the August 1 issue of Modern Healthcare in the article "Providing Incentives: Execs See Modest Pay Gains as Focus Turns to Quality." As governing boards face scrutiny for how much executives get paid, healthcare executives can expect dwindling guarantees on their compensation. "Good governance put the focus on how the board arrives at compensation," Mr. Peregrine said.
Michael W. Peregrine, Health, Tax Exemption
Michael Peregrine was quoted in Modern Healthcare on June 20, in the article "Economists Onboard." Regarding the possibility of the Senate Finance Committee passing new guidelines for not-for-profit businesses, Peregrine said "A lot of boards are going to have even more of an incentive to appoint people who bring a certain level of expertise. But the boards of larger, more sophisticated healthcare organizations are already looking to broaden their perspective. These billion-dollar-a-year organizations are looking to raise the bar, and they're well-served by having in their midst someone with broad experience." Even though the toughest new federal accounting rules don't yet apply to not-for-profit hospitals, the message remains clear: "The spin-off from Sarbanes-Oxley is to seek people with specific expertise, especially in the areas of healthcare financing," Peregrine said.
Michael W. Peregrine, Health, Tax, Tax Exemption
Michael Peregrine was quoted in the June 3 issue of Health Law Reporter in the lead article "Ways and Means Hearing, Grassley Letter Keep Congress' Foot on Nonprofit Hospitals." Mr. Peregrine said the May 26 hearings suggest "an increased likelihood" that Congress will propose nonprofit oversight legislation that could refine the criteria for tax-exempt hospitals and dictate nonprofit governance standards. "I think is fairly clear from the confluence of the Grassley letter and the focus of the hearings that Congressional leaders believe that the nonprofit, tax-exempt hospital industry deserves special legislative attention with respect to the criteria by which 501(c)(3) status is preserved under the Internal Revenue Code," Mr. Peregrine said.
Michael W. Peregrine, Corporate Responsibility, Health, Tax Exemption
Michael Peregrine was quoted in the April 14 issue of Health Law Reporter in an article regarding the April 5 Senate Finance Committee hearing to discuss changes addressing compensation issues and business operations of nonprofit health care organizations to improve transparency. Mr. Peregrine said, "In particular, the larger health systems ought to take very close note of Commissioner Everson's comments on the similarity of the nonprofit and for-profit models among health care systems." Leadership can expect to be both "perplexed and chagrined by the several proposals to eliminate the rebuttable presumption of reasonableness under the IRS' intermediate sanctions rules," Mr. Peregrine added.
Michael W. Peregrine, Health, Tax, Tax Exemption
Michael Peregrine was quoted in the February 17 issue of Health Law Reporter in an article regarding the most recent chapter of an ongoing compliance review of Minnesota's nonprofit health care organizations by Attorney General Mike Hatch. Although the report reflects only one Attorney General's interpretation of the law, Mr. Peregrine stated that "it may have broader significance, outside Minnesota, than one might think at first glance… With respect to charity care, nonprofit hospitals are well advised to set aside concerns about the strength of his legal interpretations and his jurisdictional basis, and to focus more on the ‘big picture' projected by his compliance reviews."
Michael W. Peregrine, Health, Tax, Tax Exemption
Michael Peregrine was quoted in the February 4 issue of Corporate Accountability Report in an article regarding the recent release of a report outlining the specifics of the $156.7 million compensation package received by ousted New York Stock Exchange Chairman Richard A. Grasso. The report defined the benefits accumulated by Grasso as "excessive by any reasonable standard." Mr. Peregrine stated that in this current environment, "we should expect continued focus on the independent director/chief executive officer relationship, and on the extent to which the board exercises meaningful oversight of material management decisions."
Michael W. Peregrine, Tax Exemption
Michael Peregrine was quoted in "With Charity for All?" published in the February issue of Corporate Counsel in regard to nonprofit organizations choosing to implement some of the Sarbanes-Oxley provisions. Mr. Peregrine commented that the efforts by nonprofit corporations to effect these reforms within their own governance structure is a "validation that people think Sarbanes-Oxley principles make good sense. But it is also a sign that [GCs] want to keep their organizations out of trouble." In addition, a sidebar story, "Both Sides Now," written by Mr. Peregrine accompanied this article, and addressed why general counsels of nonprofit organizations are becoming champions of "corporate responsibility."
Michael W. Peregrine, Corporate Responsibility, Health, Tax Exemption
Michael Peregrine was quoted in the January 31 issue of the National Law Journal in regard to nonprofit organizations choosing to implement some of the Sarbanes-Oxley provisions. Mr. Peregrine commented that the efforts by nonprofit corporations to effect these reforms within their own governance structure is a "validation that people think Sarbanes-Oxley principles make good sense. But it is also a sign that [GCs] want to keep their organizations out of trouble."
Michael W. Peregrine, Corporate Responsibility, Health, Tax, Tax Exemption
Michael Peregrine was quoted in the January 31 issue of Modern Healthcare in an article detailing the challenges faced by the University of Iowa Hospitals and Clinics following the resignation of the president of Iowa's Board of Regents, John Forsythe. Attorney General Tom Miller believed that Forsythe's position as CEO of Wellmark Blue Cross and Blue Shield prevented him from exercising supervisory authority as Regent president without running afoul of the law prohibiting conflicts of interest. Mr. Peregrine stated, "Iowa's difficulties are likely to surface elsewhere, as more hospital systems work to improve oversight by bringing experienced business executives to their boards."
Michael W. Peregrine, Health, Tax Exemption
Michael Peregrine was quoted in the January 20 issue of BNA's Health Law Reporter regarding the U.S. Supreme Court's ruling that U.S. Sentencing Guidelines violated the Sixth Amendment right to a jury trial. Mr. Peregrine commented that the ruling in no way lessens the need to heed policy considerations behind U.S.S.G. Chapter 8 on compliance plans. "Regardless of what the Supreme Court said, my guess is that these considerations will survive as they reflect the view of regulators and of courts concerning the director's oversight obligations," commented Mr. Peregrine.
Michael Peregrine was quoted in the January 6 issue of Health Law Reporter in an article regarding a review by the IRS of executive compensation arrangements utilized by tax-exempt organizations to reward their top officers. Although no cases have surfaced yet, lawyers representing nonprofit health care organizations will be watching this area closely in 2005. Mr. Peregrine stated, "I think these high-profile cases will jolt some health care organizations which heretofore thought that their own executive compensation processes were meeting IRS standards."
Michael W. Peregrine, Health, Tax, Tax Exemption
2004
Michael Peregrine was quoted in BNA's Health Law Reporter on November 18 in regard to a Delaware Chancery Court decision in which several directors were held liable for breach of their fiduciary duties in good faith and loyalty. Mr. Peregrine commented that this is the second of three expected Delaware court decisions addressing director conduct post Sarbanes-Oxley. He continued by saying the cases are noteworthy because together they have the potential to impose a higher standard of care for directors with specialized knowledge.
Michael W. Peregrine, Corporate Responsibility, Health
Michael Peregrine was quoted in the August 11 issue of The New York Times in response to the announcement by the IRS that they have begun and also broadened their inquiry of nonprofit organizations' executive compensation. "So many organizations were assuming this wouldn't apply to them, and it's clear that the scrutiny is going to be much broader," commented Michael.
Michael W. Peregrine, Executive Compensation, Health, Tax Exemption
Michael Peregrine was quoted in the July 15 issue of The New York Times in regard to increased scrutiny for nonprofit boards amid heightened concerns on oversight and regulation of the sector. "There are many organizations having to deal with the broad issue of the qualifications of directors and the continuing ability to serve as directors who are implicated directly or indirectly in these corporate situations. It is too simplistic an approach to say the appearance of impropriety alone is enough to disqualify someone (from sitting on a nonprofit board)," commented Mr. Peregrine.
Michael W. Peregrine, Tax Exemption
Michael Peregrine was quoted in the July 15 issue ofBNA's Health Law Reporter in an article regarding the effects of Blakely v. Washington on the health care industry and corporate compliance guidelines. Mr. Peregrine doubted that there would be a lasting impact on the health care industry because "the value of an effective corporate compliance program goes well beyond providing a basis for a criminal sentence reduction, so it is hard to imagine a corporation abandoning efforts to revise its programs based on this development."
Michael W. Peregrine, Health, Health Care Litigation, Trial
Michael Peregrine was quoted in the July 8 issue of the Chicago Sun-Times in regard to Eliot Spitzer's lawsuit against Richard Grasso, former chairman of the NYSE. Spitzer's lawsuit did not delve into the NYSE's contributions, which suggests there were no improprieties commented Mr. Peregrine. "One would think the Attorney General would have run an allegation of improper uses of donations if there was indeed credible evidence."
Michael W. Peregrine, Corporate Responsibility, Tax Exemption
Michael Peregrine was quoted in Bloomberg news story on July 7 in regard to Eliot Spitzer's lawsuit against Richard Grasso, former chairman of the NYSE, citing New York's not-for-profit corporation law that officers' pay must be "reasonable." Spitzer's lawsuit did not delve into the NYSE's contributions. That suggests there were no improprieties commented Mr. Peregrine. "One would think the Attorney General would have run an allegation of improper uses of donations if there was indeed credible evidence."
Michael W. Peregrine, Corporate Responsibility, Tax Exemption
In an article in the July 2 issue of Corporate Accountability Report, Michael Peregrine commented on the Senate Finance Committee’s proposal on possible legislation to reform the tax-exempt status of nonprofit organizations, particularly hospitals. Mr. Peregrine commented that "it is hard to see how the level of 'scandals and abuses' in the nonprofit area has been so great, and the level of state charity office enforcement so insufficient, as to warrant this level of regulation and intervention."
Michael W. Peregrine, Health, Tax Exemption
Michael Peregrine was quoted in the cover story, "Surviving the Heat," in the June 28 issue of Modern Healthcare. The article discusses how at recent Senate and House hearings lawmakers asked challenging questions about tax-exemption status. Last week a proposal was circulated that would have the government review a tax-exempt organization's status every five years to ensure that it "continues to be organized and operated exclusively for an exempt purpose." Mr. Peregrine commented that the draft proposal would bring the federal government into hospital boardrooms by making breaches of fiduciary duty a federal violation. He argued that current state laws are enough to meet the level of abuse.
Michael W. Peregrine, Health, Tax Exemption
Michael Peregrine was quoted in the June 21 issue of Business Week in response to Eliot Spitzer's lawsuit against Richard Grasso on the IRS's plans to examine executive compensation among nonprofits. Mr. Peregrine commented that prior to the Sarbanes-Oxley Act, nonprofit organizations (which do not have investors) were not subject to as much oversight as to their business and corporate affairs as were business corporations.
Michael W. Peregrine, Corporate Responsibility, Health, Tax Exemption
Michael Peregrine was quoted in the June 14 issue of Business Week on new obligations for corporate directors to oversee corporate compliance plans, arising out of the new proposed amendments to the federal sentencing guidelines.
Michael W. Peregrine, Corporate Responsibility, Health, Tax Exemption
Michael Peregrine was quoted in the June 10 issue of BNA's Health Law Reporter in an article entitled, "IG Suggests Ways to Evaluate Compliance Programs, Risk Areas in Hospital Guidance." Mr. Peregrine said the guidance clarifies that "boards must be more attentive to the effectiveness of their compliance plans." However, he said, "I don't see huge new burdens being placed upon the board in this regard beyond what should reasonably be expected."
Michael Peregrine was quoted in the June 10 issue of BNA's Health Law Reporter in an article regarding the increased impact that health care systems are feeling from union representation. Mr. Peregrine commented that the unions are playing an increasingly significant role in the way health care organizations are monitored and regulated. He added that their attention has recently begun to shine light on areas that have been largely the province of state and federal regulators, such as corporate governance and mergers involving health care providers or health plans.
Michael Peregrine was quoted in the June 2004 issue of the ABA Journal, in an article regarding the fact that nonprofit organizations are now being more closely scrutinized by the government. According to Michael, there is a critical difference between nonprofits and for-profit companies. "The responsibilities of a nonprofit board are essentially the same as those of a for-profit company," Mr. Peregring said. "They must have a duty of loyalty, a duty of care, fiscal responsibility. But there's one additional duty for the nonprofit board -- the duty of obedience to the stated mission."
Michael W. Peregrine, Corporate Responsibility, Health, Tax Exemption
Michael Peregrine commented on New York Attorney General Eliot Spitzer's lawsuit seeking more than $100 million from the former NYSE Chairman Richard Grasso in the June 1 issue of the Chicago Tribune. More cases like this are likely and it is alerting nonprofits to the areas regulators will be examining in compensation Mr. Peregrine commented. "I think it's a very powerful argument when an attorney general goes after a charity and says, 'You're paying your CEO too much.' It's really a helpful development for nonprofits, giving them added incentive to examine their own procedures," Mr. Peregrine said.
Michael W. Peregrine, Corporate Responsibility, Health, Tax Exemption
In the May 27 issue of Health Care Daily, Michael Peregrine was quoted in an article regarding the negative repercussions for nonprofit health care organizations from the lawsuit against Richard A. Grasso, the former chairman of the New York Stock Exchange, dealing with his exorbitant retirement package. This lawsuit, according to Mr. Peregrine, "is only going to provide those who regulate and who monitor nonprofit organizations with another reason to be 'poking around' their expenditures and board processes."
Michael W. Peregrine, Health, Tax Exemption
Michael Peregrine was quoted in a May 26 Reuters story, which also appeared on Forbes.com, regarding Eliot Spitzer's decision to sue former NYSE Chairman and Chief Executive Richard Grasso. "There are important nuances in Spitzer's argument against Grasso," commented Mr. Peregrine. "Part of Spitzer's argument is that the board was misled. It's very difficult to criticize a board for failure to exercise appropriate judgment if part of your argument is that the process was flawed and the board was not allowed to see certain information."
Michael W. Peregrine, Corporate Responsibility, Health, Tax Exemption
Michael Peregrine was quoted in the May 25 issue of USA Today in an article reporting on New York Attorney General Eliot Spitzer's groundbreaking lawsuit against the former head of the New York Stock Exchange, Richard Grasso. Spitzer is suing Grasso to return "in excess of $100 million" arguing Grasso's pay was unreasonable under New York state laws governing not-for-profit institutions such as the NYSE. "Spitzer's suit shines a bright light on the process by which nonprofit organizations establish compensation," commented Mr. Peregrine. "You have billion-dollar nonprofits across the country, and this is an enormously hot issue right now."
Michael W. Peregrine, Corporate Responsibility, Health, Tax Exemption
Michael Peregrine was quoted in The New York Times on March 21 regarding enhanced accountability and greater responsibility for nonprofit boards. Michael commented on Eliot Spitzer's (New York's attorney general) proposed package of bills to increase the accountability of nonprofit groups. "When his (Spitzer) efforts didn't go anywhere, I think some charities decided it was just a fad," commented Mr. Peregrine. "But the confluence of high-profile, notorious developments among charities is giving these attorneys general and congressmen the ammunition they need to push these measures through."
