Pipeline: When the Owners Grill the Managers

Now that baseball's spring training has started, the annual meeting season can't be far behind.

Over the next eight weeks or so, some 10,000 public companies - including many involved in mortgage banking - will be holding their annual meetings, and top management will be facing a barrage of questions from shareholders.

One of the resources available as they prepare for this ordeal is a booklet put out each year by Deloitte & Touche LLP, the international auditing and consulting firm based in Wilton, Conn. The Deloitte booklet includes 20 detailed questions that might be asked at meetings of companies involved in mortgage banking.

A Deloitte partner, Val Bitton, said: "Increased access to information about business issues and the economy means that executives should expect more informed, probing questions."

The questions posed by Deloitte are indeed probing, and mortgage executives would do well to bone up on their answers. Here's a condensed sampling:

*Has the company adopted Statement 122 of the Financial Accounting Standards Board. If so, what effect did it have on the balance sheet and on net income? (The statement revises the rules for accounting for mortgage servicing rights.)

*How does the company manage interest rate risk? How does it account for provisions made for such risk?

*How does the company value its purchased and originated servicing assets for impairment?

*What is the company's foreclosure loss experience, and how does it compare with the industry's as a whole?

*Has the company received any notice of improper rate adjustments on ARM loans?

However, veteran attendees at annual meetings warn that many questions will be quite mundane regardless of the industry group the company belongs to. Some examples: Why haven't I received my latest dividend check? When will the dividend be increased? What will earnings be this year? And is the company going to be acquired soon?

Furthermore, one industry survey taken a few years ago showed that no questions at all were asked at perhaps a quarter of all meetings and less than three questions were asked at a majority of meetings.

But there are nonetheless going to be some meetings where management gets a tough grilling, and most companies prepare carefully for that possibility.

Polite shareholders may well ask, as Deloitte suggests, what measures are being taken to make sure that the company's compensation plans are competitive. That should be easy for the chairman or CEO to field.

But shareholders are seldom so courtly, especially if their company had a bad year. Then, a more likely question is: Why did the top guy get a big raise when the company produced such a lousy return for shareholders?

Since most mortgage-banking businesses did fairly well last year, most of the industry's executives can breathe easier.

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