Citrin Cooperman Corner Corporate Governance – Not Just for Public Companies BY MARY PALADINO, CPA CITRIN COOPERMAN
The Midway Shopping Center on Central Avenue is proposing building two structures and making changes to improve parking flow.
Greenburgh plaza proposes expansion Parking fixes also on the table
BY SAM BARRON sbarron@westfairinc.com
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hoppers who have been clamoring for more retail stores and improved traffic flow at Midway Shopping Center may soon be getting their wish. The owner of the plaza at 1001 Central Ave. in Greenburgh is proposing building two additional structures to keep up with customer demand. The 246,981-square-foot shopping plaza, managed by Greenwich-based Urstadt Biddle Properties and owned by Lyle Steinberg, would also make it easier for cars and pedestrians to get around. It would be the first major parking renovation in 20 years at the shopping center, which was built in the 1950s. The parking area would be reconfigured to provide improved traffic flow as well as better pedestrian access by closing one driveway that provides access to Central Avenue. Shoppers had complained of congestion and difficulty maneuvering vehicles in a cramped parking lot. “We want to improve the overall traffic circulation,” Willing Biddle, president of Urstadt Biddle Properties said. “We want to make the lot more user-friendly.” The shopping center, which has 15 retail stores and restaurants, is anchored by a 69,000-square-foot Shop Rite supermarket
that opened in June 2010. “We always have a lot of requests from shoppers for different kinds of stores and we’ve had inquiries by tenants looking for space that we can’t accommodate,” Biddle said, noting the shopping center is currently 100 percent leased. “We are looking to improve the tenant mix to better serve the shoppers of the area.” The first building proposed to be constructed would be a 10,800-square-foot structure on the northwest corner, with 5,400 square feet of ground floor retail and 5,400 square feet of second-floor restaurant space with outdoor seating. Another 3,500-squarefoot restaurant/retail space would be built near the southeast corner of the shopping center. Urstadt Biddle declined to disclose a cost for the project. However, Midway Shopping Center recently received a $32 million mortgage from NorthMarq Capital L.L.C. Financing was based on a 15-year term with two five-year options and a 25-year amortization schedule, according to NorthMarq. Plans were recently submitted to the town, with hopes of construction beginning sometime in the summer or fall. Construction is expected to take six months. Midway will request a parking waiver, as renovations would leave 1,182 parking spaces, instead of the 1,481 required at the site.
It has been widely reported in the past several years that the lack of strong corporate governance practices contributed to the demise of several large corporations. Small and medium sized businesses can greatly benefit from lessons learned by their public counterparts. In a broad sense, corporate governance refers to the way in which an organization conducts its daily operations, starting with the value it places on ethical behavior and transparency and the means by which those values are communicated throughout the organization. Effective corporate governance policies that are monitored and enforced will help to mitigate the risk of fraud and misappropriation of assets, and will enhance and protect the strength and reputation of a company. If you think that strong corporate governance practices are only applicable to large publicly traded companies, think again. With continued economic uncertainty and ongoing regulatory and compliance issues, now is the time to appreciate that even the smallest businesses can realize significant benefits from understanding and implementing corporate governance policies that are scaled to the size of the organization. Private companies may not be as complex or face the level of scrutiny of a public company, but they face similar challenges and concerns. The following questions can help identify areas of opportunity to strengthen your company’s corporate governance: Does your company have an advisory board? • An advisory board will provide objective oversight and advice for small and medium sized companies. Ideally, an advisory board should consist of trusted professionals (bankers, attorneys, and accountants) as well as industry experts. • If your company already has an advisory board, does the management team meet routinely with the board to assess risk (including the risk of fraud) and opportunities facing the organization, and brainstorm ways to mitigate those risks or take advantage of the opportunities? • Does the management team, with the help of the advisory board, develop realistic goals for growth, and plans for monitoring and achieving those goals? Is your current management team structure appropriate? • Does the current management team have the appropriate skill set and expertise to develop and achieve company goals?
• Are management compensation arrangements appropriate? Do company policies stress the importance and value of ethical behavior? • Does the management team proactively communicate the importance of ethical behavior and zero tolerance for non-compliance with company policies? • Do policies include a means by which employees can report unethical behavior in a non-threatening manner and without fear of retribution? Is your current organizational structure appropriate? • Does the company have the right number of employees in place? • Does the company have the right employees in place (are they competent and adequately trained)? • Are roles, responsibilities and job expectations clearly defined and communicated to employees, and are employees held accountable for their performance? • Are departments and responsibilities structured to best achieve segregation of duties in key financial cycles? Being able to answer the above questions will help to identify possible weaknesses and areas of improvement for your organizational structure and will strengthen your company so it can: • Identify and react to business risks and opportunities more efficiently; • Enhance the reliability of financial reporting so that management can make better informed decisions and assessments of profitability; • Ensure compliance with applicable laws and regulations; • Reduce the opportunity for public scandal, which can result in harm to the company’s reputation; • Safeguard assets and prevent the opportunity for fraud; and • Foster a culture of individual responsibility and accountability. Effective corporate governance policies need to be continuously monitored and enforced. Implementing such policies will enhance and protect the value and reputation of your company. The next Citrin Cooperman Corner column focusing on operating agreements will appear on this page on March 4, 2013. Mary Paladino is a Partner based in Citrin Cooperman’s White Plains office, where she specializes in accounting and auditing, benefit plans, and mergers and acquisitions. She can be reached by phone at (914) 949-2990 or via email at: mpaladino@citrincooperman.com. Citrin Cooperman is a full-service accounting and business consulting firm with offices in White Plains, NY; Norwalk, CT; New York City; Livingston, NJ; and Philadelphia.
A MESSAGE FROM CITRIN COOPERMAN WCBJ • February 4, 2013
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