Appendix B

Analytical Framework Applied to Goldman

Diane Vaughan’s analytical causal framework examines three main pressures—environmental and organizational (for simplicity, “organizational”); regulatory; and competitive—to analyze change over time.1 In order to analyze Goldman, I utilize Vaughan’s framework and add technological pressure.

When the framework is applied to Goldman, as shown in Table B-1, the result illuminates changes more clearly over time. Even though the changes are presented in temporal sequence from 1979, when the firm’s business principles were written by John Whitehead, to today and are divided by who ran the firm or oversaw major changes, this is only for simplicity of presentation. The changes are related to each other, impact each other, and compound each other and have varying degrees of importance and significance. I selected 1979 because that is when the principles were written; 1990 because that year was when John L. Weinberg retired as senior partner (Whitehead had left in 1984); 1996 because it marked the legal structural change to a limited liability corporation; 1999 because it was the year of the IPO; and 2012 because it is the current year as this is written.

To help the reader understand the chart, I will give at least one example illuminated for each pressure.

Organizational pressure: Goldman’s legal structure changed from a private partnership with full personal liability and illiquidity until retirement, to a limited liability private company with liability capped at the capital in the firm, and finally to a public company at the IPO with the liability capped at the capital in the firm, but with liquidity for shareholders. The firm changed from being completely privately held, to taking outside private capital, to taking outside public capital. The ownership changed from 100 percent Goldman partners to around 10 percent Goldman partners.

Regulatory pressure: Goldman operated under Glass–Steagall before the law was repealed in 1999 through the Gramm–Leach–Bliley Act. In 1970, the NYSE changed a rule allowing investment banks to become public.

Competitive pressure: The tech boom, the alternatives (hedge fund and private equity) boom, foreign competitors entering the US market, and US commercial banks were all factors that increased the search for talent. This impacted Goldman’s ability to attract and retain not only the best people but also people with the same values. The firm added a new level of executives, known as managing directors, in part to offer people a comparable title. The firm changed certain business practices in order to maintain and grow market share (e.g., no hostile raids, underwriting standards requiring at least three years of profits, and no gambling clients).

Technological pressure: Technology made information more of a commodity, impacting the ability for people to add value to clients. Technology added transparency to markets, lowering profitability margins and emphasizing scale.

Under the time frames, I provide some data to illustrate the changes in business mix. It’s important to keep in mind that before 1999, Goldman was a private firm and therefore not required to make certain information public.

TABLE B-1

Analytical framework of Goldman Sachs

1979 1990 1996 1999 2012
Head of firm (background)/#2* Weinberg (banker) Friedman (banker) Corzine (trader) Paulson (banker) Blankfein (trader)
Whitehead (banker) Rubin (trader) Paulson (banker)* Thain/Thornton (banker/multi)* Cohn (trader)*
Organizational characteristics
Private/public structure Private partnership Private partnership Private LLC Public corporation Public corporation
Investment bank (IB)/Bank IB IB IB IB Bank
Liability Personal Personal Limited Limited Limited
Ownership 100% partners 87.5% partners, 12.5% Sumitomo 82.5% partners, 12.5% Sumitomo, 5% Bishops 48% partners, 12% public, 40% other 11.5% partners, 8% Berkshire, 80% public/other
Compensation

Partners/Nonpartners

Fixed %

cash

Fixed %

cash

Fixed %

cash

Fixed % plus discretionary

Cash and stock

Discretionary plus fixed %

Cash and stock

Partner liquidity Starting at retirement Starting at retirement Starting at retirement Public market with vesting Public market with vesting
Partner election Every 2 years Every 2 years Every 2 years Every 2 years Every 2 years
Partner titles Partner Partner MD MD MD
Departnering process Public Public Public Not public Not public
Partner compensation philosophy % based on tenure % based on tenure and performance % based on tenure and performance % based on tenure/performance and comparables Discretionary and % based on tenure/performance and comparables
Employee compensation average Below peers Below peers Below peers At peers Above peers
Regulation
Number of business principles 12 12 12 14 14
Clients’ interests first Yes Yes Yes Yes Yes
Shareholder returns No No No Yes Yes
Board 100% partners 100% partners 100% partners Majority “insiders” Majority “outsiders”
Banking activities Glass–Steagall Glass–Steagall Glass–Steagall Glass–Steagall repealed Dodd–Frank
Competition
Employees US IBs US IBs US IBs US IBs, banks, foreign banks, tech firms, hedge funds, private-equity firms US IBs, banks, foreign banks, tech firms, hedge funds, private-equity firms
Turnover ~5% ~5%–10% ~20%–25% ~20%–25% ~20%–25%
Capital GS private GS private GS private GS private GS private
(competitors public) (competitors public) (competitors public) (competitors public) (competitors public)
Clients
No-hostile policy Yes

Limited

Yes

~20%

No

~30%

No

~40%

No

40%–50%

International
HF dedicated group No No No No Yes
PE dedicated group No No No Yes Yes
GSAM No Yes Yes Yes Yes
Average tenure of CEO ~8 years ~7 years ~6 years ~6 years ~5 years
Returns
IB % revenues >50% ~50% ~30%–35% ~30%–35% ~10%–15%
Prop % revenues <10% <10%–20% ~20%–30% ~60%–70% ~50%
Technology
Voice mail No Limited Yes Yes Yes
e-mail No No Limited Yes Yes
Credit derivatives No No Limited Yes Yes

Note: This table is based on publicly filed information and general consensus of estimates from interviews. Much of the information has not been reported by Goldman, especially prior to Goldman, is subjective, and requires varoius assumptions and interpretation.

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