Estate of Howard Gilman, Deceased, Bernard D. Bergreen and Natalie Moody, Executors - Page 11

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               2.   The Foundation’s Compensation Committee                           
               In 2001, the foundation’s compensation committee, which was            
          formed at the request of the attorney general of New York                   
          pursuant to the attorney general’s supervisory authority over               
          charitable foundations in the State of New York,6 hired a                   
          compensation consultant, Pearl Meyer & Co. (Pearl Meyer), to                
          evaluate reasonable compensation for Bergreen, Moody, and Davis             
          and six other executives of the foundation and its subsidiaries.            
          In October 2001, the compensation committee reviewed Pearl                  
          Meyer’s report and recommended that the foundation pay Bergreen             
          $17 million as compensation for services he provided to HG under            
          article 10 and for selling Gilman Paper Co. under article 12.               
          Bergreen and Moody requested, and the compensation committee                
          recommended, that Davis receive $5 million for his return from              
          retirement and the successful turnaround and sale of Gilman Paper           
          Co.  The foundation’s board of directors approved the committee’s           
          F.   Administration of the Estate in 2000-03                                
               1.   Allocation of $1 Million in Expenses to Income                    
               On November 6, 2001, the executors reported to respondent              
          that they had agreed to pay legal fees totaling $3.6 million,               

               6  See N.Y. Est. Powers & Trusts Law sec. 8-1.4 (McKinney              
          2003) (attorney general has enforcement and supervisory powers              
          over nonprofit entities); In re Estate of Shubert, 442 N.Y.S.2d             
          703, 712-713 (N.Y. Sur. 1981).                                              

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