2019巴菲特致股东的信
# BERKSHIRE HATHAWAY INC.(伯克希尔哈撒韦公司)
To the Shareholders of Berkshire Hathaway Inc.: Berkshire earned $81.4 billion in 2019 according to generally accepted accounting principles (commonly called “GAAP”). The components of that figure are $24 billion of operating earnings, $3.7 billion of realized capital gains and a $53.7 billion gain from an increase in the amount of net unrealized capital gains that exist in the stocks we hold. Each of those components of earnings is stated on an after-tax basis.
致伯克希尔哈撒韦股东:根据美国通用会计准则(通常称为“GAAP”),伯克希尔在2019年实现了814亿美元的收益。这一数字的组成部分包括240亿美元的营业利润、37亿美元的已实现资本收益,以及我们持有的股票中未实现净资本收益增加带来的537亿美元收益。上述每项收益均以税后形式列示。
That $53.7 billion gain requires comment. It resulted from a new GAAP rule, imposed in 2018, that requires a company holding equity securities to include in earnings the net change in the unrealized gains and losses of those securities. As we stated in last year’s letter, neither Charlie Munger, my partner in managing Berkshire, nor I agree with that rule.
这一537亿美元的收益需要特别说明。它源于2018年实施的一项新GAAP规则,要求持有股权证券的公司将未实现收益和亏损的净变动计入当期收益。正如我们在去年信中所述,无论是我的搭档查理·芒格(Charlie Munger)还是我本人,都不同意这一规则。
The adoption of the rule by the accounting profession, in fact, was a monumental shift in its own thinking. Before 2018, GAAP insisted – with an exception for companies whose business was to trade securities – that unrealized gains within a portfolio of stocks were never to be included in earnings and unrealized losses were to be included only if they were deemed “other than temporary.” Now, Berkshire must enshrine in each quarter’s bottom line – a key item of news for many investors, analysts and commentators – every up and down movement of the stocks it owns, however capricious those fluctuations may be.
事实上,会计行业采纳这一规则标志着其自身思维的重大转变。2018年之前,GAAP坚持认为(仅以证券交易为主业的公司例外):股票投资组合中的未实现收益永远不应计入收益;未实现亏损仅在被认定为“非暂时性”时才需计入。如今,伯克希尔必须将所持股票的每一次涨跌(无论波动多么反复无常)都纳入每季度的最终财务结果——这一变化对许多投资者、分析师和评论家而言是重大新闻。
Berkshire’s 2018 and 2019 years glaringly illustrate the argument we have with the new rule. In 2018, a down year for the stock market, our net unrealized gains decreased by $20.6 billion, and we therefore reported GAAP earnings of only $4 billion. In 2019, rising stock prices increased net unrealized gains by the aforementioned $53.7 billion, pushing GAAP earnings to the $81.4 billion reported at the beginning of this letter. Those market gyrations led to a crazy 1,900% increase in GAAP earnings!
伯克希尔2018年和2019年的表现鲜明地体现了我们对新规的质疑。2018年股市低迷,我们的未实现净收益减少了206亿美元,因此仅报告了40亿美元的GAAP收益。2019年股市上涨使未实现净收益增加了前述的537亿美元,推动GAAP收益达到本信开头提到的814亿美元。这种市场波动导致GAAP收益暴涨了1900%!
Meanwhile, in what we might call the real world, as opposed to accounting-land, Berkshire’s equity holdings averaged about $200 billion during the two years, and the intrinsic value of the stocks we own grew steadily and substantially throughout the period.
与此同时,在我们称之为“现实世界”而非“会计世界”的维度中,伯克希尔的股票持仓在过去两年平均约为2000亿美元,且我们持有股票的内在价值在整个期间持续稳定增长。
Charlie and I urge you to focus on operating earnings – which were little changed in 2019 – and to ignore both quarterly and annual gains or losses from investments, whether these are realized or unrealized.
查理和我敦促您关注营业利润(2019年基本持平),并忽略投资产生的季度和年度收益或亏损,无论这些盈亏是否已实现。
Our advising that in no way diminishes the importance of these investments to Berkshire. Over time, Charlie and I expect our equity holdings – as a group – to deliver major gains, albeit in an unpredictable and highly irregular manner. To see why we are optimistic, move on to the next discussion.
这一建议绝非贬低这些投资对伯克希尔的重要性。从长期来看,查理和我预计我们的股票持仓(整体而言)将带来重大收益,尽管其表现形式不可预测且高度不规律。若想知道我们为何乐观,请继续阅读下一节讨论。
# The Power of Retained Earnings(留存收益的力量)
In 1924, Edgar Lawrence Smith, an obscure economist and financial advisor, wrote Common Stocks as Long Term Investments, a slim book that changed the investment world. Indeed, writing the book changed Smith himself, forcing him to reassess his own investment beliefs.
1924年,一位籍籍无名的经济学家兼金融顾问埃德加·劳伦斯·史密斯(Edgar Lawrence Smith)撰写了《普通股作为长期投资》一书,这本薄薄的小册子彻底改变了投资界。事实上,撰写此书本身也改变了史密斯本人,迫使他重新评估自己的投资理念。
Going in, he planned to argue that stocks would perform better than bonds during inflationary periods and that bonds would deliver superior returns during deflationary times. That seemed sensible enough. But Smith was in for a shock.
起初,他计划论证股票在通胀时期的表现会优于债券,而债券在通缩时期则能提供更优回报。这一观点看似合理。但史密斯很快遭遇了意外。
His book began, therefore, with a confession: “These studies are the record of a failure – the failure of facts to sustain a preconceived theory.” Luckily for investors, that failure led Smith to think more deeply about how stocks should be evaluated.
因此,他的书开篇便是一段坦白:“这些研究记录了一次失败——事实未能支撑预先设定的理论。”对投资者而言幸运的是,这次失败促使史密斯更深入地思考股票的估值方式。
For the crux of Smith’s insight, I will quote an early reviewer of his book, none other than John Maynard Keynes: “I have kept until last what is perhaps Mr. Smith’s most important, and is certainly his most novel, point. Well-managed industrial companies do not, as a rule, distribute to the shareholders the whole of their earned profits. In good years, if not in all years, they retain a part of their profits and put them back into the business. Thus there is an element of compound interest (Keynes’ italics) operating in favour of a sound industrial investment. Over a period of years, the real value of the property of a sound industrial is increasing at compound interest, quite apart from the dividends paid out to the shareholders.”
关于史密斯的核心洞见,我将引用其书评人之一——约翰·梅纳德·凯恩斯(John Maynard Keynes)的评价:“我将留到最后讲述或许是史密斯先生最重要的、也是最具创新性的观点。经营良好的工业企业通常不会将全部利润分配给股东。在景气年份(即使并非所有年份),它们会留存部分利润并重新投入业务。因此,一种‘复利因素’(凯恩斯强调)正有利于稳健的工业投资发挥作用。多年下来,一家稳健工业企业的实际资产价值会以复利形式增长,且完全独立于其向股东支付的股息。”
And with that sprinkling of holy water, Smith was no longer obscure.
这番评价如同圣水洒落,让史密斯从此声名鹊起。
It’s difficult to understand why retained earnings were unappreciated by investors before Smith’s book was published. After all, it was no secret that mind-boggling wealth had earlier been amassed by such titans as Carnegie, Rockefeller and Ford, all of whom had retained a huge portion of their business earnings to fund growth and produce ever-greater profits. Throughout America, also, there had long been small-time capitalists who became rich following the same playbook.
令人费解的是,在史密斯的书出版之前,为何投资者未能重视留存收益。毕竟,卡内基、洛克菲勒和福特等巨擘早已通过留存大量企业利润来推动增长并创造更大财富,这一事实并非秘密。全美也一直存在许多小资本家遵循同样的路径致富。
Nevertheless, when business ownership was sliced into small pieces – “stocks” – buyers in the pre-Smith years usually thought of their shares as a short-term gamble on market movements. Even at their best, stocks were considered speculations. Gentlemen preferred bonds.
然而,当企业所有权被分割成“股票”时,史密斯之前的投资者通常将股票视为对市场波动的短期投机工具。即便在最佳情况下,股票仍被视为投机品。绅士们更偏爱债券。
Though investors were slow to wise up, the math of retaining and reinvesting earnings is now well understood. Today, school children learn what Keynes termed “novel”: combining savings with compound interest works wonders.
尽管投资者觉醒较慢,但留存收益与再投资的数学逻辑如今已被广泛理解。如今,学童都能明白凯恩斯口中的“新颖”概念:储蓄与复利结合可创造奇迹。
# 使用留存收益的投资策略(Using Retained Earnings Advantageously)
At Berkshire, Charlie and I have long focused on using retained earnings advantageously. Sometimes this job has been easy – at other times, more than difficult, particularly when we began working with huge and ever-growing sums of money.
在伯克希尔,查理和我长期专注于以有利方式运用留存收益。有时这项工作相对简单,但更多时候颇具挑战,尤其是当我们开始管理巨额且持续增长的资金时。
In our deployment of the funds we retain, we first seek to invest in the many and diverse businesses we already own. During the past decade, Berkshire’s depreciation charges have aggregated $65 billion whereas the company’s internal investments in property, plant and equipment have totaled $121 billion. Reinvestment in productive operational assets will forever remain our top priority.
在运用留存资金时,我们优先投资于已拥有的众多且多元化的业务。过去十年,伯克希尔的折旧费用累计达650亿美元,而公司对厂房设备的内部投资总额达1210亿美元。对生产性运营资产的再投资将始终是我们的首要任务。
In addition, we constantly seek to buy new businesses that meet three criteria. First, they must earn good returns on the net tangible capital required in their operation. Second, they must be run by able and honest managers. Finally, they must be available at a sensible price.
此外,我们持续寻找符合三项标准的新企业:其一,必须在运营所需的净资产有形资本上获得良好回报;其二,必须由有能力且诚信的管理层经营;其三,必须以合理价格购得。
When we spot such businesses, our preference would be to buy 100% of them. But the opportunities to make major acquisitions possessing our required attributes are rare. Far more often, a fickle stock market serves up opportunities for us to buy large, but non-controlling, positions in publicly-traded companies that meet our standards.
当我们发现此类企业时,首选是全资收购。然而,符合我们要求的重大收购机会罕见。更多时候,波动的股市让我们得以买入符合标准的上市公司大额非控股股份。
Whichever way we go – controlled companies or only a major stake by way of the stock market – Berkshire’s financial results from the commitment will in large part be determined by the future earnings of the business we have purchased. Nonetheless, there is between the two investment approaches a hugely important accounting difference, essential for you to understand.
无论通过全资控股还是仅通过股市持有大额股份,伯克希尔的财务成果在很大程度上都将取决于所投资企业的未来收益。然而,两种投资方式存在一项至关重要的会计差异,您必须理解。
# 控制型企业与非控制型投资的会计差异(Controlled vs. Non-Controlled Investments)
In our controlled companies, (defined as those in which Berkshire owns more than 50% of the shares), the earnings of each business flow directly into the operating earnings that we report to you. What you see is what you get.
对于控制型企业(定义为伯克希尔持股超50%的企业),其收益直接计入我们报告的营业利润。您看到的即是我们实际获得的。
In the non-controlled companies, in which we own marketable stocks, only the dividends that Berkshire receives are recorded in the operating earnings we report. The retained earnings? They’re working hard and creating much added value, but not in a way that deposits those gains directly into Berkshire’s reported earnings.
对于非控制型上市公司投资,我们仅将收到的股息计入营业利润。而这些企业的留存收益虽在努力创造附加价值,但其收益不会直接体现在伯克希尔的报告利润中。
At almost all major companies other than Berkshire, investors would not find what we’ll call this “non-recognition of earnings” important. For us, however, it is a standout omission, of a magnitude that we lay out for you below.
除伯克希尔外,其他主流公司的投资者通常不会关注这种“未确认收益”的重要性。然而,对我们而言,这一遗漏的规模需特别说明如下。
# 伯克希尔十大股票持仓的收益分配(Earnings Allocation in Top 10 Holdings)
Here, we list our 10 largest stock-market holdings of businesses. The list distinguishes between their earnings that are reported to you under GAAP accounting – these are the dividends Berkshire receives from those 10 investees – and our share, so to speak, of the earnings the investees retain and put to work.
以下列出伯克希尔十大股票持仓,区分按GAAP会计准则报告的收益(即收到的股息)与我们应享的、由被投企业留存并投入运营的收益。
公司 | 年终持股比例 | 伯克希尔份额(百万美元) |
---|---|---|
股息(1) | ||
美国运通(American Express) | 18.7% | 261 |
苹果(Apple) | 5.7% | 773 |
美国银行(Bank of America) | 10.7% | 682 |
道富集团(Bank of New York Mellon) | 9.0% | 101 |
可口可乐(Coca-Cola) | 9.3% | 640 |
达美航空(Delta Airlines) | 11.0% | 114 |
摩根大通(J.P. Morgan Chase) | 1.9% | 216 |
穆迪(Moody’s) | 13.1% | 55 |
美国合众银行(U.S. Bancorp) | 9.7% | 251 |
富国银行(Wells Fargo) | 8.4% | 705 |
总计 | $3,798 |
(1) 基于当前年化率
(2) 基于2019年收益减去普通股和优先股股息
Obviously, the realized gains we will eventually record from partially owning each of these companies will not neatly correspond to “our” share of their retained earnings. Sometimes, alas, retentions produce nothing. But both logic and our past experience indicate that from the group we will realize capital gains at least equal to – and probably better than – the earnings of ours that they retained.
显然,我们最终从部分持股企业中实现的收益不会与“我们的”留存收益份额完全对应。遗憾的是,有时留存收益可能毫无产出。但逻辑与过往经验表明,从整体来看,我们实现的资本收益至少会与这些企业留存的收益相当,甚至更优。
(When we sell shares and realize gains, we will pay income tax on the gain at whatever rate then prevails. Currently, the federal rate is 21%.)
(出售股份实现收益时,我们将按当时适用税率纳税,目前联邦税率为21%。)
It is certain that Berkshire’s rewards from these 10 companies, as well as those from our many other equity holdings, will manifest themselves in a highly irregular manner. Periodically, there will be losses, sometimes company-specific, sometimes linked to stock-market swoons. At other times – last year was one of those – our gain will be outsized.
可以肯定的是,伯克希尔从这十家公司及众多其他股权投资中获得的回报将以高度不规律的方式呈现。周期性亏损不可避免,可能是企业特定事件或股市暴跌所致。有时(如去年),我们的收益也可能异常丰厚。
Overall, the retained earnings of our investees are certain to be of major importance in the growth of Berkshire’s value. Mr. Smith got it right.
总体而言,被投企业的留存收益必将对伯克希尔价值的增长起到关键作用。史密斯先生的洞见是正确的。
# Non-Insurance Operations(非保险业务)
Tom Murphy, a valued director of Berkshire and an all-time great among business managers, long ago gave me some important advice about acquisitions: “To achieve a reputation as a good manager, just be sure you buy good businesses.”
汤姆·墨菲(Tom Murphy),伯克希尔备受尊敬的董事及商界传奇人物,多年前曾给我关于并购的重要建议:“若想成为声誉良好的管理者,只需确保你收购优质企业。”
Over the years Berkshire has acquired many dozens of companies, all of which I initially regarded as “good businesses.” Some, however, proved disappointing; more than a few were outright disasters. A reasonable number, on the other hand, have exceeded my hopes.
多年来,伯克希尔收购了数十家公司,起初我都视为“优质企业”。然而,一些令人失望,少数甚至彻底失败。另一方面,也有不少超越了我的预期。
In reviewing my uneven record, I’ve concluded that acquisitions are similar to marriage: They start, of course, with a joyful wedding – but then reality tends to diverge from pre-nuptial expectations. Sometimes, wonderfully, the new union delivers bliss beyond either party’s hopes. In other cases, disillusionment is swift. Applying those images to corporate acquisitions, I’d have to say it is usually the buyer who encounters unpleasant surprises. It’s easy to get dreamy-eyed during corporate courtships.
回顾我的成败参半的并购记录,我认为并购与婚姻相似:起初如婚礼般喜悦——但现实往往偏离婚前的期待。有时,新结合的成果远超双方预期;更多时候,幻灭来得迅速。将此类比至企业并购,买方通常才是遭遇意外的一方。在企业追求阶段,容易陷入理想化幻想。
Pursuing that analogy, I would say that our marital record remains largely acceptable, with all parties happy with the decisions they made long ago. Some of our tie-ups have been positively idyllic. A meaningful number, however, have caused me all too quickly to wonder what I was thinking when I proposed.
延续这一类比,我们的“婚姻记录”总体尚可,各方对多年前的决策感到满意。部分合作堪称完美,但也有不少案例让我很快质疑自己当初为何轻率“求婚”。
Fortunately, the fallout from many of my errors has been reduced by a characteristic shared by most businesses that disappoint: As the years pass, the “poor” business tends to stagnate, thereupon entering a state in which its operations require an ever-smaller percentage of Berkshire’s capital. Meanwhile, our “good” businesses often tend to grow and find opportunities for investing additional capital at attractive rates. Because of these contrasting trajectories, the assets employed at Berkshire’s winners gradually become an expanding portion of our total capital.
幸运的是,许多错误的负面影响被“失败企业”的共性所缓解:随着时间推移,“劣质”业务趋于停滞,其运营所需资本占伯克希尔的比例逐渐缩小。与此同时,优质企业持续增长,以高回报率吸纳更多资本。正因这种反差,伯克希尔优质资产的资本配置比例逐步扩大。
As an extreme example of those financial movements, witness Berkshire’s original textile business. When we acquired control of the company in early 1965, this beleaguered operation required nearly all of Berkshire’s capital. For some time, therefore, Berkshire’s non-earning textile assets were a huge drag on our overall returns. Eventually, though, we acquired a spread of “good” businesses, a shift that by the early 1980s caused the dwindling textile operation to employ only a tiny portion of our capital.
这些财务转移的极端案例可见于伯克希尔最初的纺织业务。1965年初收购控制权时,这一困境企业几乎占用伯克希尔全部资本。一段时间内,纺织资产的无盈利状态严重拖累整体回报。最终,通过收购优质企业,到1980年代初,纺织业务的资本占比已微乎其微。
Today, we have most of your money deployed in controlled businesses that achieve good-to-excellent returns on the net tangible assets each requires for its operations. Our insurance business has been the superstar. That operation has special characteristics that give it a unique metric for calibrating success, one unfamiliar to many investors. We will save that discussion for the next section.
如今,您大部分资金投入于控股企业,它们对各自运营所需的净资产实现了优良回报。保险业务是其中明星,其特殊性质赋予其独特的成功衡量标准(多数投资者尚不熟悉),此话题留待下一节详述。
In the paragraphs that follow, we group our wide array of non-insurance businesses by size of earnings, after interest, depreciation, taxes, non-cash compensation, restructuring charges – all of those pesky, but very real, costs that CEOs and Wall Street sometimes urge investors to ignore. Additional information about these operations can be found on pages K-6 – K-21 and pages K-40 – K-52.
以下段落按非保险业务的盈利规模分类,剔除利息、折旧、税费、非现金薪酬和重组费用等“麻烦但真实”的成本(这些常被CEO和华尔街建议投资者忽略)。更多详情见报告第K-6至K-21页及K-40至K-52页。
Our BNSF railroad and Berkshire Hathaway Energy (“BHE”) – the two lead dogs of Berkshire’s non-insurance group – earned a combined $8.3 billion in 2019 (including only our 91% share of BHE), an increase of 6% from 2018.
伯克希尔非保险业务的两大主力——伯灵顿北方圣太菲铁路公司(BNSF)和伯克希尔哈撒韦能源公司(BHE)——2019年合计盈利83亿美元(含BHE的91%权益),较2018年增长6%。
Our next five non-insurance subsidiaries, as ranked by earnings (but presented here alphabetically), Clayton Homes, International Metalworking, Lubrizol, Marmon and Precision Castparts, had aggregate earnings in 2019 of $4.8 billion, little changed from what these companies earned in 2018.
按盈利排名的下五大非保险子公司(按字母顺序列出):Clayton Homes、International Metalworking、Lubrizol、Marmon和Precision Castparts,2019年合计盈利48亿美元,与2018年基本持平。
The next five, similarly ranked and listed (Berkshire Hathaway Automotive, Johns Manville, NetJets, Shaw and TTI) earned $1.9 billion last year, up from the $1.7 billion earned by this tier in 2018.
再下一层的五大子公司(按字母顺序:伯克希尔哈撒韦汽车、Johns Manville、NetJets、Shaw和TTI)2019年盈利19亿美元,高于2018年的17亿美元。
The remaining non-insurance businesses that Berkshire owns – and there are many – had aggregate earnings of $2.7 billion in 2019, down from $2.8 billion in 2018.
其余众多非保险业务2019年合计盈利27亿美元,略低于2018年的28亿美元。
Our total net income in 2019 from the non-insurance businesses we control amounted to $17.7 billion, an increase of 3% from the $17.2 billion this group earned in 2018. Acquisitions and dispositions had almost no net effect on these results.
2019年,我们控股的非保险业务总净利润为177亿美元,较2018年的172亿美元增长3%。并购与资产处置对这一结果的净影响微乎其微。
# 伯克希尔运营的广泛性与保险业务(The Wide Scope of Berkshire’s Operations & Property/Casualty Insurance)
I must add one final item that underscores the wide scope of Berkshire’s operations. Since 2011, we have owned Lubrizol, an Ohio-based company that produces and markets oil additives throughout the world. On September 26, 2019, a fire originating at a small next-door operation spread to a large French plant owned by Lubrizol.
我必须补充最后一项内容,以强调伯克希尔运营的广泛性。自2011年起,我们持有路博润公司(Lubrizol),这是一家总部位于俄亥俄州的全球润滑油添加剂生产商和销售商。2019年9月26日,一场起于相邻小企业的火灾蔓延至路博润在法国的一家大型工厂。
The result was significant property damage and a major disruption in Lubrizol’s business. Even so, both the company’s property loss and business-interruption loss will be mitigated by substantial insurance recoveries that Lubrizol will receive.
这场火灾导致重大财产损失并严重中断了路博润的业务。然而,路博润将通过大额保险赔付大幅缓解其财产损失和营业中断损失。
But, as the late Paul Harvey was given to saying in his famed radio broadcasts, “Here’s the rest of the story.” One of the largest insurers of Lubrizol was a company owned by . . . uh, Berkshire.
但正如已故的保罗·哈维(Paul Harvey)在其著名的广播中常说的:“接下来是故事的另一面。” 路博润的最大保险公司之一正是伯克希尔旗下的企业。
In Matthew 6:3, the Bible instructs us to “Let not the left hand know what the right hand doeth.” Your chairman has clearly behaved as ordered.
《马太福音》6:3中写道:“左手不必知道右手所做的事。” 您的董事长显然严格遵守了这一教导。
# 财产/意外险业务(Property/Casualty Insurance)
Our property/casualty (“P/C”) insurance business has been the engine propelling Berkshire’s growth since 1967, the year we acquired National Indemnity and its sister company, National Fire & Marine, for $8.6 million.
自1967年以来,我们的财产/意外险(P/C)业务一直是推动伯克希尔增长的核心引擎。当年我们以860万美元收购了国民保险公司(National Indemnity)及其姊妹公司国民火灾与海运保险公司(National Fire & Marine)。
Today, National Indemnity is the largest P/C company in the world as measured by net worth. Insurance is a business of promises, and Berkshire’s ability to honor its commitments is unmatched.
如今,按净资产衡量,国民保险公司已成为全球最大的P/C公司。保险是承诺的行业,而伯克希尔兑现承诺的能力无可匹敌。
One reason we were attracted to the P/C business was the industry’s business model: P/C insurers receive premiums upfront and pay claims later. In extreme cases, such as claims arising from exposure to asbestos, or severe workplace accidents, payments can stretch over many decades.
我们被P/C业务吸引的原因之一是其商业模式:保险公司先收取保费,后支付索赔。极端情况下(如石棉暴露或严重工伤事故引发的索赔),赔付周期可能长达数十年。
This collect-now, pay-later model leaves P/C companies holding large sums – money we call “float” – that will eventually go to others. Meanwhile, insurers get to invest this float for their own benefit. Though individual policies and claims come and go, the amount of float an insurer holds usually remains fairly stable in relation to premium volume. Consequently, as our business grows, so does our float.
这种“先收后付”模式使保险公司持有大量资金(我们称之为“浮存金”),最终流向他人。而保险公司可将浮存金用于自身投资。尽管具体保单和索赔不断变化,浮存金规模通常与保费收入保持稳定比例。因此,随着业务增长,我们的浮存金也随之增长。
# 浮存金增长数据(Float Growth Table)
Year | Float (in millions)
1970 | $39
1980 | $237
1990 | $1,632
2000 | $27,871
2010 | $65,832
2018 | $122,732
2019 | $129,423
年份 | 浮存金(百万美元)
1970年 | 3900万
1980年 | 2.37亿
1990年 | 16.32亿
2000年 | 278.71亿
2010年 | 658.32亿
2018年 | 1,227.32亿
2019年 | 1,294.23亿
We may in time experience a decline in float. If so, the decline will be very gradual – at the outside no more than 3% in any year. The nature of our insurance contracts is such that we can never be subject to immediate or near-term demands for sums that are of significance to our cash resources. That structure is by design and is a key component in the unequaled financial strength of our insurance companies.
未来我们可能经历浮存金的下降,但降幅将非常缓慢——每年最多不超过3%。我们的保险合同性质决定了无需应对突发或短期的大额资金需求。这一结构是刻意设计的,也是我们保险公司无可比拟财务实力的关键组成部分。
If our premiums exceed the total of our expenses and eventual losses, our insurance operation registers an underwriting profit that adds to the investment income the float produces. When such a profit is earned, we enjoy the use of free money – and, better yet, get paid for holding it.
若保费收入超过费用和最终损失总额,我们的保险业务便实现承保利润,叠加浮存金的投资收益。当实现承保利润时,我们得以享受“免费资金”的使用权——更妙的是,持有这些资金还能获得回报。
For the P/C industry as a whole, the financial value of float is now far less than it was for many years. That’s because the standard investment strategy for almost all P/C companies is heavily – and properly – skewed toward high-grade bonds. Changes in interest rates therefore matter enormously to these companies, and during the last decade the bond market has offered pathetically low rates.
对整个P/C行业而言,浮存金的财务价值已远不如从前。因为几乎所有P/C公司的标准投资策略(合理地)偏向高评级债券。利率变动对这些公司影响巨大,而过去十年债券市场利率低得可怜。
Consequently, insurers suffered, as year by year they were forced – by maturities or issuer-call provisions – to recycle their “old” investment portfolios into new holdings providing much lower yields. Where once these insurers could safely earn 5 cents or 6 cents on each dollar of float, they now take in only 2 cents or 3 cents (or even less if their operations are concentrated in countries mired in the never-never land of negative rates).
因此,保险公司年复一年承受压力:因债券到期或发行人赎回条款,被迫将旧投资组合转换为低收益资产。过去每美元浮存金能安全赚取5-6美分,如今仅能获得2-3美分(若业务集中在负利率国家,回报甚至更低)。
Some insurers may try to mitigate their loss of revenue by buying lower-quality bonds or non-liquid “alternative” investments promising higher yields. But those are dangerous games and activities that most institutions are ill-equipped to play.
部分保险公司可能通过购买低评级债券或非流动性“另类投资”来弥补收入损失,但这些高风险行为对多数机构而言难以驾驭。
Berkshire’s situation is more favorable than that of insurers in general. Most important, our unrivaled mountain of capital, abundance of cash and a huge and diverse stream of non-insurance earnings allow us far more investment flexibility than is generally available to other companies in the industry. The many choices open to us are always advantageous – and sometimes have presented us with major opportunities.
伯克希尔的处境优于行业平均水平。最重要的是,我们无可比拟的资本规模、充沛现金流及多元化的非保险收益流,赋予我们远超同行的投资灵活性。我们拥有的众多选择始终具有优势——有时甚至带来重大机遇。
Our P/C companies have meanwhile had an excellent underwriting record. Berkshire has now operated at an underwriting profit for 16 of the last 17 years, the exception being 2017, when our pre-tax loss was a whopping $3.2 billion. For the entire 17-year span, our pre-tax gain totaled $27.5 billion, of which $400 million was recorded in 2019.
我们的P/C公司保持着卓越的承保记录。过去17年中,伯克希尔有16年实现承保利润,唯一例外是2017年因自然灾害导致32亿美元税前亏损。17年累计税前收益达275亿美元,其中2019年贡献4亿美元。
That record is no accident: Disciplined risk evaluation is the daily focus of our insurance managers, who know that the rewards of float can be drowned by poor underwriting results. All insurers give that message lip service. At Berkshire it is a religion, Old Testament style.
这一成绩绝非偶然:严苛的风险评估是保险经理人每日必修课。他们深知,浮存金的收益可能被糟糕的承保结果吞噬。其他保险公司对此仅口头附和,而在伯克希尔,这是“旧约式”的信仰。
As I have repeatedly done in the past, I will emphasize now that happy outcomes in insurance are far from a sure thing: We will most certainly not have an underwriting profit in 16 of the next 17 years. Danger always lurks.
与过往一样,我必须强调:保险业务的乐观结果远非必然。未来17年中,我们几乎不可能在16年实现承保利润。风险始终潜伏。
Mistakes in assessing insurance risks can be huge and can take many years – even decades – to surface and ripen. (Think asbestos.) A major catastrophe that will dwarf hurricanes Katrina and Michael will occur – perhaps tomorrow, perhaps many decades from now. “The Big One” may come from a traditional source, such as wind or earthquake, or it may be a total surprise involving, say, a cyber attack having disastrous consequences beyond anything insurers now contemplate.
保险风险评估的失误可能巨大且需多年(甚至数十年)才显现(如石棉危机)。一场规模远超卡特里娜和迈克尔飓风的巨灾必将发生——可能是明天,也可能是几十年后。“世纪灾难”可能源自传统风险(如飓风或地震),也可能来自保险业尚未设想的领域(如灾难性的网络攻击)。
When such a mega-catastrophe strikes, Berkshire will get its share of the losses and they will be big – very big. Unlike many other insurers, however, handling the loss will not come close to straining our resources, and we will be eager to add to our business the next day.
当巨灾来袭时,伯克希尔将承担自己的损失份额,且规模巨大。但与许多同行不同,我们有能力轻松应对,次日便能继续拓展业务。
# 伯克希尔哈撒韦能源公司与GUARD保险案例(GUARD Insurance & Berkshire Hathaway Energy)
Close your eyes for a moment and try to envision a locale that might spawn a dynamic P/C insurer. New York? London? Silicon Valley? How about Wilkes-Barre?
请闭上眼睛,想象一个可能孕育出活跃财险/意外险公司的地点。纽约?伦敦?硅谷?那么,威尔克斯-巴里(Wilkes-Barre)呢?
Late in 2012, Ajit Jain, the invaluable manager of our insurance operations, called to tell me that he was buying a tiny company – GUARD Insurance Group – in that small Pennsylvania city for $221 million (roughly its net worth at the time). He added that Sy Foguel, GUARD’s CEO, was going to be a star at Berkshire. Both GUARD and Sy were new names to me.
2012年末,我们保险业务的杰出管理者阿吉特·贾恩(Ajit Jain)打电话告诉我,他计划以2.21亿美元收购宾夕法尼亚州这座小城的一家小型保险公司——GUARD保险集团(当时的净资产价值)。他补充道,GUARD的CEO西·福格尔(Sy Foguel)将在伯克希尔大放异彩。当时我对GUARD和西的名字都很陌生。
Bingo and bingo: In 2019, GUARD had premium volume of $1.9 billion, up 379% since 2012, and also delivered a satisfactory underwriting profit. Since joining Berkshire, Sy has led the company into both new products and new regions of the country and has increased GUARD’s float by 265%.
结果证明完全正确:到2019年,GUARD的保费收入达19亿美元,较2012年增长379%,并实现了可观的承保利润。加入伯克希尔后,西带领公司开拓新产品和全美新市场,使GUARD的浮存金增长了265%。
In 1967, Omaha seemed an unlikely launching pad for a P/C giant. Wilkes-Barre may well deliver a similar surprise.
1967年,奥马哈看似不可能成为财险/意外险巨头的起点。而威尔克斯-巴里或许也能带来类似的惊喜。
# 伯克希尔哈撒韦能源公司(Berkshire Hathaway Energy)
Berkshire Hathaway Energy is now celebrating its 20th year under our ownership. That anniversary suggests that we should be catching up with the company’s accomplishments.
伯克希尔哈撒韦能源公司(BHE)已在我方旗下运营满20周年。这一纪念日提醒我们,是时候回顾它的成就。
We’ll start with the topic of electricity rates. When Berkshire entered the utility business in 2000, purchasing 76% of BHE, the company’s residential customers in Iowa paid an average of 8.8 cents per kilowatt-hour (kWh). Prices for residential customers have since risen less than 1% a year, and we have promised that there will be no base rate price increases through 2028.
从电价开始谈起。2000年伯克希尔收购BHE 76%股权时,爱荷华州居民用户平均电价为每千瓦时8.8美分。此后居民电价年涨幅不足1%,且我们承诺2028年前不会因基础费率调整涨价。
In contrast, here’s what is happening at the other large investor-owned Iowa utility: Last year, the rates it charged its residential customers were 61% higher than BHE’s. Recently, that utility received a rate increase that will widen the gap to 70%.
相比之下,爱荷华州另一大型投资者所有的公用事业公司:去年居民电价比BHE高61%。近期该公司获准提价,差距将进一步扩大至70%。
The extraordinary differential between our rates and theirs is largely the result of our huge accomplishments in converting wind into electricity. In 2021, we expect BHE’s operation to generate about 25.2 million megawatt-hours of electricity (MWh) in Iowa from wind turbines that it both owns and operates. That output will totally cover the annual needs of its Iowa customers, which run to about 24.6 million MWh. In other words, our utility will have attained wind self-sufficiency in the state of Iowa.
我们与对手的电价差异,主要源于我们在风电领域的巨大成就。2021年,我们预计BHE将在爱荷华州通过自持自营的风力涡轮机生产约2,520万兆瓦时(MWh)电力,完全覆盖当地客户约2,460万MWh的年度需求。换句话说,我们的公用事业将在爱荷华州实现风电自给自足。
In still another contrast, that other Iowa utility generates less than 10% of its power from wind. Furthermore, we know of no other investor-owned utility, wherever located, that by 2021 will have achieved a position of wind self-sufficiency.
更鲜明的对比是,另一家爱荷华州公用事业公司风电占比不足10%。我们尚不知有其他任何投资者所有的公用事业公司能在2021年前实现风电自给自足。
In 2000, BHE was serving an agricultural-based economy; today, three of its five largest customers are high-tech giants. I believe their decisions to site plants in Iowa were in part based upon BHE’s ability to deliver renewable, low-cost energy.
2000年,BHE服务的还是农业经济;如今,其五大客户中有三家是科技巨头。我相信它们选择在爱荷华州设厂,部分原因是BHE能提供可再生的低成本能源。
Of course, wind is intermittent, and our blades in Iowa turn only part of the time. In certain periods, when the air is still, we look to our non-wind generating capacity to secure the electricity we need. At opposite times, we sell the excess power that wind provides us to other utilities, serving them through what’s called “the grid.” The power we sell them supplants their need for a carbon resource – coal, say, or natural gas.
当然,风电具有间歇性,我们在爱荷华州的涡轮机仅部分时间运转。当无风时,我们依赖非风电产能保障供电;而在风力强劲时,我们将多余电力售予其他公用事业公司,通过“电网”输送。这些电力取代了它们对碳资源(如煤炭或天然气)的需求。
Berkshire Hathaway now owns 91% of BHE in partnership with Walter Scott, Jr. and Greg Abel. BHE has never paid Berkshire Hathaway a dividend since our purchase and has, as the years have passed, retained $28 billion of earnings. That pattern is an outlier in the world of utilities, whose companies customarily pay big dividends – sometimes reaching, or even exceeding, 80% of earnings. Our view: The more we can invest, the more we like it.
目前,伯克希尔哈撒韦持有BHE 91%股权(合伙人包括沃尔特·斯科特和格雷格·阿贝尔)。自收购以来,BHE从未向伯克希尔分红,而是将280亿美元收益全部留存。这在公共事业领域极为罕见,该行业公司通常支付高额股息(有时达或超过收益的80%)。我们的观点是:投资越多,回报越可观。
Today, BHE has the operating talent and experience to manage truly huge utility projects – requiring investments of $100 billion or more – that could support infrastructure benefitting our country, our communities and our shareholders. We stand ready, willing and able to take on such opportunities.
如今,BHE具备运营超大型公用事业项目的能力(需投资100亿美元以上),这些项目可支持惠及国家、社区及股东的基础设施建设。我们已准备好迎接此类机遇。
# 投资组合(Investments)
Below we list our fifteen common stock investments that at yearend had the largest market value. We exclude our Kraft Heinz holding – 325,442,152 shares – because Berkshire is part of a control group and therefore must account for this investment on the “equity” method. On its balance sheet, Berkshire carries the Kraft Heinz holding at a GAAP figure of $13.8 billion, an amount that represents Berkshire’s share of the audited net worth of Kraft Heinz at December 31, 2019. Please note, though, that the market value of our shares on that date was only $10.5 billion.
以下列出伯克希尔在年末市值最大的十五项普通股投资。我们未将持有卡夫亨氏的325,442,152股纳入此表,因伯克希尔是控股方之一,需按“权益法”核算该投资。在资产负债表中,伯克希尔以GAAP账面价值138亿美元记录卡夫亨氏持仓,代表2019年12月31日经审计的卡夫亨氏净资产中属于伯克希尔的份额。但请注意,当日该持仓的市场价值仅为105亿美元。
# 十五大持仓明细(15 Largest Equity Holdings)
12/31/19
Shares* | Company | Percentage of Company Owned | Cost** (in millions) | Market (in millions) |
---|---|---|---|---|
151,610,700 | American Express Company(美国运通公司) | 18.7% | $1,287 | $18,874 |
250,866,566 | Apple Inc.(苹果公司) | 5.7% | $35,287 | $73,667 |
947,760,000 | Bank of America Corp.(美国银行公司) | 10.7% | $12,560 | $33,380 |
81,488,751 | The Bank of New York Mellon Corp.(道富集团) | 9.0% | $3,696 | $4,101 |
5,426,609 | Charter Communications, Inc.(宪章通讯公司) | 2.6% | $944 | $2,632 |
400,000,000 | The Coca-Cola Company(可口可乐公司) | 9.3% | $1,299 | $22,140 |
70,910,456 | Delta Air Lines, Inc.(达美航空) | 11.0% | $3,125 | $4,147 |
12,435,814 | The Goldman Sachs Group, Inc.(高盛集团) | 3.5% | $890 | $2,859 |
60,059,932 | JPMorgan Chase & Co.(摩根大通) | 1.9% | $6,556 | $8,372 |
24,669,778 | Moody’s Corporation(穆迪公司) | 13.1% | $248 | $5,857 |
46,692,713 | Southwest Airlines Co.(西南航空) | 9.0% | $1,940 | $2,520 |
21,938,642 | United Continental Holdings Inc.(联合大陆控股) | 8.7% | $1,195 | $1,933 |
149,497,786 | U.S. Bancorp(美国合众银行) | 9.7% | $5,709 | $8,864 |
10,239,160 | Visa Inc.(维萨公司) | 0.6% | $349 | $1,924 |
345,688,918 | Wells Fargo & Company(富国银行) | 8.4% | $7,040 | $18,598 |
Others** | $28,215 | $38,159 | ||
Total Equity Investments Carried at Market | $110,340 | $248,027 |
(注:* 排除伯克希尔子公司养老金基金持有的股份;** 为实际买入成本及税务计税基础;*** 包含对西方石油公司的100亿美元优先股及认股权证投资)
Charlie and I do not view the $248 billion detailed above as a collection of stock market wagers – dalliances to be terminated because of downgrades by “the Street,” an earnings “miss,” expected Federal Reserve actions, possible political developments, forecasts by economists or whatever else might be the subject du jour.
查理和我都认为,上述2480亿美元的投资组合并非短期投机押注——不会因华尔街“降级”、财报“不及预期”、美联储政策预期、政治变动、经济学家预测或其他热点话题而轻易终止。
What we see in our holdings, rather, is an assembly of companies that we partly own and that, on a weighted basis, are earning more than 20% on the net tangible equity capital required to run their businesses. These companies, also, earn their profits without employing excessive levels of debt.
我们看到的是,这一组合代表了我们部分持股的企业,按加权计算,它们的净资产有形资本回报率超过20%,且其利润是在未使用过高杠杆的情况下实现的。
Returns of that order by large, established and understandable businesses are remarkable under any circumstances. They are truly mind-blowing when compared to the returns that many investors have accepted on bonds over the last decade – 2½% or even less on 30-year U.S. Treasury bonds, for example.
对于规模大、业务成熟且易理解的企业而言,这一回报率在任何情况下都极为出色。与过去十年债券投资者接受的回报率相比,这一表现更令人惊叹——例如,30年期美国国债的收益率仅为2.5%甚至更低。
# 利率预测与投资展望(Forecasting Interest Rates & Investment Outlook)
Forecasting interest rates has never been our game, and Charlie and I have no idea what rates will average over the next year, or ten or thirty years. Our perhaps jaundiced view is that the pundits who opine on these subjects reveal, by that very behavior, far more about themselves than they reveal about the future.
预测利率从来不是我们的游戏,查理和我都无法判断未来一年、十年或三十年的平均利率水平。我们或许带着偏见地认为,那些热衷于此的评论家们,通过这种行为更多暴露的是他们自己的立场,而非对未来的真正洞察。
What we can say is that if something close to current rates should prevail over the coming decades and if corporate tax rates also remain near the low level businesses now enjoy, it is almost certain that equities will over time perform far better than long-term, fixed-rate debt instruments.
但我们能确定的是:如果未来几十年利率维持在当前水平附近,且企业税率继续保持在目前的低位,股票长期表现将远胜于长期固定利率债券几乎是必然的。
That rosy prediction comes with a warning: Anything can happen to stock prices tomorrow. Occasionally, there will be major drops in the market, perhaps of 50% magnitude or even greater. But the combination of The American Tailwind, about which I wrote last year, and the compounding wonders described by Mr. Smith, will make equities the much better long-term choice for the individual who does not use borrowed money and who can control his or her emotions. Others? Beware!
这一乐观预测附带警告:明天股价可能因任何事件骤变。市场偶尔会暴跌,跌幅可能达50%甚至更大。但结合去年我提到的“美国顺风”效应,以及史密斯先生描述的复利奇迹,对于不使用杠杆且能控制情绪的投资者,股票仍是更优的长期选择。其他人?请小心!
# 道路展望(The Road Ahead)
Three decades ago, my Midwestern friend, Joe Rosenfield, then in his 80s, received an irritating letter from his local newspaper. In blunt words, the paper asked for biographical data it planned to use in Joe’s obituary. Joe didn’t respond. So? A month later, he got a second letter from the paper, this one labeled “URGENT.”
三十年前,我的中西部朋友乔·罗森菲尔德(当时年逾八旬)收到当地报纸一封恼人的来信,直白要求提供用于他讣告的生平资料。乔未予理会。结果?一个月后,报纸又发来第二封标注“紧急”的信件。
Charlie and I long ago entered the urgent zone. That’s not exactly great news for us. But Berkshire shareholders need not worry: Your company is 100% prepared for our departure.
查理和我早已进入“紧急区”。这对我们而言并非好消息,但伯克希尔股东无需担忧:公司已为我们的离任做好万全准备。
The two of us base our optimism upon five factors. First, Berkshire’s assets are deployed in an extraordinary variety of wholly or partly-owned businesses that, averaged out, earn attractive returns on the capital they use. Second, Berkshire’s positioning of its “controlled” businesses within a single entity endows it with some important and enduring economic advantages. Third, Berkshire’s financial affairs will unfailingly be managed in a manner allowing the company to withstand external shocks of an extreme nature. Fourth, we possess skilled and devoted top managers for whom running Berkshire is far more than simply having a high-paying and/or prestigious job. Finally, Berkshire’s directors – your guardians – are constantly focused on both the welfare of owners and the nurturing of a culture that is rare among giant corporations.
我们的乐观基于五个因素:第一,伯克希尔资产分布于众多全资或部分控股企业,这些企业整体上能实现可观的资本回报;第二,将“控股”企业集中于单一实体赋予公司重要且持久的经济优势;第三,财务政策将始终稳健,足以抵御极端外部冲击;第四,我们拥有才华横溢的管理层,他们视经营伯克希尔为使命而非高薪或头衔;第五,董事们(您的守护者)始终关注股东利益,并致力于培养巨型公司中罕见的文化。
(The value of this culture is explored in Margin of Trust, a new book by Larry Cunningham and Stephanie Cuba that will be available at our annual meeting.)
(这种文化的价值在拉里·坎宁安和斯蒂芬妮·古巴的新书《信任的余地》中有详细探讨,本书将在年度股东大会发售。)
Charlie and I have very pragmatic reasons for wanting to assure Berkshire’s prosperity in the years following our exit: The Mungers have Berkshire holdings that dwarf any of the family’s other investments, and I have a full 99% of my net worth lodged in Berkshire stock. I have never sold any shares and have no plans to do so.
查理和我确保伯克希尔在我们离任后持续繁荣的动机非常现实:芒格家族持有大量伯克希尔股份,远超其家族其他投资;而我个人净资产的99%全部投入伯克希尔股票。我从未出售过任何股份,也无此计划。
My only disposal of Berkshire shares, aside from charitable donations and minor personal gifts, took place in 1980, when I, along with other Berkshire stockholders who elected to participate, exchanged some of our Berkshire shares for the shares of an Illinois bank that Berkshire had purchased in 1969 and that, in 1980, needed to be offloaded because of changes in the bank holding company law.
除慈善捐赠和个人小礼物外,我唯一一次减持发生在1980年:当时与部分股东一起,将部分伯克希尔股份置换为伊利诺伊州一家银行的股份。该银行为伯克希尔于1969年收购,但因1980年银行控股公司法变更需剥离。
Today, my will specifically directs its executors – as well as the trustees who will succeed them in administering my estate after the will is closed – not to sell any Berkshire shares. My will also absolves both the executors and the trustees from liability for maintaining what obviously will be an extreme concentration of assets.
我的遗嘱明确指示遗嘱执行人(及后续受托人)不得出售伯克希尔股份。遗嘱同时免除他们因维持这一极端资产集中度而可能承担的责任。
The will goes on to instruct the executors – and, in time, the trustees – to each year convert a portion of my A shares into B shares and then distribute the Bs to various foundations. Those foundations will be required to deploy their grants promptly. In all, I estimate that it will take 12 to 15 years for the entirety of the Berkshire shares I hold at my death to move into the market.
遗嘱进一步要求,每年将部分A股转为B股,并分配给各基金会。基金会须迅速使用拨款。预计从我去世起,全部持股进入市场需12至15年。
Absent my will’s directive that all my Berkshire shares should be held until their scheduled distribution dates, the “safe” course for both my executors and trustees would be to sell the Berkshire shares under their temporary control and reinvest the proceeds in U.S. Treasury bonds with maturities matching the scheduled dates for distributions. That strategy would leave the fiduciaries immune from both public criticism and the possibility of personal liability for failure to act in accordance with the “prudent man” standard.
若无遗嘱指令,遗嘱执行人和受托人的“安全”做法是:出售临时持有的股份,将资金投入与分配期限匹配的美国国债。此策略可使其免受公众批评及违反“审慎人”标准的法律责任。
I myself feel comfortable that Berkshire shares will provide a safe and rewarding investment during the disposal period. There is always a chance – unlikely, but not negligible – that events will prove me wrong. I believe, however, that there is a high probability that my directive will deliver substantially greater resources to society than would result from a conventional course of action.
我本人确信,处置期内伯克希尔股份仍将是安全且有回报的投资。尽管存在极小概率事件可能推翻我的判断,但我相信遗嘱指令向全社会输送的资源将远超传统做法。
Key to my “Berkshire-only” instructions is my faith in the future judgment and fidelity of Berkshire directors. They will regularly be tested by Wall Streeters bearing fees. At many companies, these super-salesmen might win. I do not, however, expect that to happen at Berkshire.
“伯克希尔优先”指令的核心,是我对董事未来判断力和忠诚度的信任。他们将不断面临华尔街人士的佣金诱惑。许多公司难以抵抗此类推销,但我相信伯克希尔不会如此。
# 董事会(Boards of Directors)
In recent years, both the composition of corporate boards and their purpose have become hot topics. Once, debate about the responsibilities of boards was largely limited to lawyers; today, institutional investors and politicians have weighed in as well.
近年来,公司董事会的构成及其使命已成为热门议题。过去,关于董事会职责的讨论主要局限于法律界;如今,机构投资者和政界人士也纷纷参与其中。
My credentials for discussing corporate governance include the fact that, over the last 62 years, I have served as a director of 21 publicly-owned companies (listed below). In all but two of them, I have represented a substantial holding of stock. In a few cases, I have tried to implement important change.
我讨论公司治理的资格基于以下事实:在过去的62年里,我曾担任21家上市公司的董事(详见下文列表)。其中除两家外,其余我都代表了大量股东权益。在少数案例中,我曾推动重要变革。
During the first 30 or so years of my services, it was rare to find a woman in the room unless she represented a family controlling the enterprise. This year, it should be noted, marks the 100th anniversary of the 19th Amendment, which guaranteed American women the right to have their voices heard in a voting booth. Their attaining similar status in a board room remains a work in progress.
在我服务的前30年,除非女性代表家族控股企业,否则董事会中几乎见不到她们的身影。今年恰逢美国宪法第十九修正案通过100周年,该法案保障了女性在投票站发声的权利。然而,女性在董事会中获得同等地位仍是未竟之业。
Over the years, many new rules and guidelines pertaining to board composition and duties have come into being. The bedrock challenge for directors, nevertheless, remains constant: Find and retain a talented CEO – possessing integrity, for sure – who will be devoted to the company for his/her business lifetime. Often, that task is hard. When directors get it right, though, they need to do little else. But when they mess it up,......
多年来,关于董事会构成和职责的新规则层出不穷。然而,董事们面临的根本挑战始终未变:寻找并留住一位才华横溢、诚信可靠且终身致力于企业发展的CEO。这项任务往往困难重重。若董事人选得当,他们无需再做更多;若选错人……(此处省略号为原文保留)
# 审计委员会与薪酬委员会(Audit & Compensation Committees)
Audit committees now work much harder than they once did and almost always view the job with appropriate seriousness. Nevertheless, these committees remain no match for managers who wish to game numbers, an offense that has been encouraged by the scourge of earnings “guidance” and the desire of CEOs to “hit the number.” My direct experience (limited, thankfully) with CEOs who have played with a company’s numbers indicates that they were more often prompted by ego than by a desire for financial gain.
审计委员会的工作强度和严肃性已远超以往。然而,面对蓄意操纵财务数据的管理层,这些委员会仍显薄弱。这种行为被“盈利指引”的泛滥和CEO追求“达标”的心态所助长。我与篡改公司数据的CEO有限的直接经验表明,其动机更多源于虚荣而非财务利益。
Compensation committees now rely much more heavily on consultants than they used to. Consequently, compensation arrangements have become more complicated – what committee member wants to explain paying large fees year after year for a simple plan? – and the reading of proxy material has become a mind-numbing experience.
薪酬委员会如今对顾问的依赖远超从前。结果,薪酬方案愈发复杂——哪位委员会成员愿意年复一年解释为何为简单计划支付高额费用?代理材料的阅读体验已令人昏昏欲睡。
# 董事会改革与并购挑战(Board Reforms & Acquisition Challenges)
One very important improvement in corporate governance has been mandated: a regularly-scheduled “executive session” of directors at which the CEO is barred. Prior to that change, truly frank discussions of a CEO’s skills, acquisition decisions and compensation were rare.
公司治理的一项重大改革是强制要求定期举行“执行会议”,排除CEO参与。在此之前,对CEO能力、并购决策和薪酬的坦率讨论极为罕见。
Acquisition proposals remain a particularly vexing problem for board members. The legal orchestration for making deals has been refined and expanded (a word aptly describing attendant costs as well). But I have yet to see a CEO who craves an acquisition bring in an informed and articulate critic to argue against it. And yes, include me among the guilty.
并购提案仍是董事会成员的棘手难题。促成交易的法律流程虽已完善,但成本也随之攀升。然而,我尚未见过哪位渴望并购的CEO会引入知情且能言善辩的反对者参与辩论。坦白说,我本人也曾犯过此类错误。
# 董事会独立性与薪酬矛盾(Board Independence & Compensation Contradictions)
Overall, the deck is stacked in favor of the deal that’s coveted by the CEO and his/her obliging staff. It would be an interesting exercise for a company to hire two “expert” acquisition advisors, one pro and one con, to deliver his or her views on a proposed deal to the board – with the winning advisor to receive, say, ten times a token sum paid to the loser. Don’t hold your breath awaiting this reform: The current system, whatever its shortcomings for shareholders, works magnificently for CEOs and the many advisors and other professionals who feast on deals. A venerable caution will forever be true when advice from Wall Street is contemplated: Don’t ask the barber whether you need a haircut.
总体而言,董事会的决策更偏向CEO及其团队渴望的交易。若某公司聘请正反两位“专家”并购顾问向董事会陈述观点(胜出者可获败者十倍报酬),这将是有趣的尝试。但别指望这种改革很快实现:现有体系尽管损害股东利益,却让CEO和华尔街顾问们大受其益。华尔街提供咨询时,一条古老忠告永不过时:“别问理发师你是否需要理发。”
Over the years, board “independence” has become a new area of emphasis. One key point relating to this topic, though, is almost invariably overlooked: Director compensation has now soared to a level that inevitably makes pay a subconscious factor affecting the behavior of many non-wealthy members. Think, for a moment, of the director earning $250,000-300,000 for board meetings consuming a pleasant couple of days six or so times a year. Frequently, the possession of one such directorship bestows on its holder three to four times the annual median income of U.S. households.
多年来,董事会“独立性”成为新焦点。然而,一个关键点常被忽视:董事薪酬已飙升至必然影响非富豪成员行为的程度。试想,某董事每年仅需参加六次左右、每次两天的董事会,即可轻松获得25万至30万美元报酬。这一收入通常是美国家庭年收入中位数的三至四倍。
(I missed much of this gravy train: As a director of Portland Gas Light in the early 1960s, I received $100 annually for my service. To earn this princely sum, I commuted to Maine four times a year.)
(我错过了这趟“黄金列车”:1960年代初任波特兰燃气照明公司董事时,我年收入仅100美元。为赚取这笔“巨额”收入,我每年需往返缅因州四次。)
Is it any wonder that a non-wealthy director (“NWD”) now hopes – or even yearns – to be asked to join a second board, thereby vaulting into the $500,000-600,000 class? To achieve this goal, the NWD will need help. The CEO of a company searching for board members will almost certainly check with the NWD’s current CEO as to whether NWD is a “good” director. “Good,” of course, is a code word. If the NWD has seriously challenged his/her present CEO’s compensation or acquisition dreams, his or her candidacy will silently die. When seeking directors, CEOs don’t look for pit bulls. It’s the cocker spaniel that gets taken home.
非富豪董事(NWD)渴望加入第二家董事会以跃升至年薪50万至60万美元阶层,这有何奇怪?要实现这一目标,NWD需要现任CEO背书。公司在物色董事时,几乎必定会向NWD现任CEO核实其是否“称职”。“称职”是委婉说法:若NWD曾质疑现任CEO的薪酬或并购计划,其候选人资格将悄然终结。CEO们要的不是斗牛犬,而是摇尾乞怜的可卡犬。
Despite the illogic of it all, the director for whom fees are important – indeed, craved – is almost universally classified as “independent” while many directors possessing fortunes very substantially linked to the welfare of the corporation are deemed lacking in independence. Not long ago, I looked at the proxy material of a large American company and found that eight directors had never purchased a share of the company’s stock using their own money. (They, of course, had received grants of stock as a supplement to their generous cash compensation.) This particular company had long been a laggard, but the directors were doing wonderfully.
讽刺的是,那些热衷薪酬的董事常被冠以“独立”头衔,而许多自身财富与公司休戚相关的董事却被认为缺乏独立性。不久前,我查阅一家美国大公司的代理材料,发现有八位董事从未自掏腰包购买公司股票(当然,他们获得大量股权激励作为高薪补充)。这家公司长期表现低迷,但董事们却“如鱼得水”。
Paid-with-my-own-money ownership, of course, does not create wisdom or ensure business smarts. Nevertheless, I feel better when directors of our portfolio companies have had the experience of purchasing shares with their savings, rather than simply having been the recipients of grants.
自费持股当然不能保证智慧或商业洞察力。但当我看到我们投资公司的董事曾自掏腰包买入股票,而非仅是股权激励的接受者时,我会更安心。
# 附:巴菲特曾任职的公司列表(Companies Where Buffett Served as Director)
Berkshire, Blue Chip Stamps, Cap Cities-ABC, Coca-Cola, Data Documents, Dempster, General Growth, Gillette, Kraft Heinz, Maracaibo Oil, Munsingwear, Omaha National Bank, Pinkerton’s, Portland Gas Light, Salomon, Sanborn Map, Tribune Oil, U.S. Air, Vornado, Washington Post, Wesco Financial
伯克希尔、蓝筹印花公司、资本城/美国广播公司(Cap Cities-ABC)、可口可乐、数据文档公司(Data Documents)、登普斯特机械厂(Dempster)、通用增长公司(General Growth)、吉列、卡夫亨氏、马拉开波石油公司(Maracaibo Oil)、明辛格(Munsingwear)、奥马哈国家银行(Omaha National Bank)、平克顿侦探事务所(Pinkerton’s)、波特兰燃气照明公司(Portland Gas Light)、所罗门兄弟公司(Salomon)、桑伯恩地图公司(Sanborn Map)、论坛石油公司(Tribune Oil)、美国航空、万尼瓦尔地产(Vornado)、《华盛顿邮报》、韦斯科金融公司(Wesco Financial)
# 对董事会成员的反思(Reflections on Directors)
Here, a pause is due: I’d like you to know that almost all of the directors I have met over the years have been decent, likable and intelligent. They dressed well, made good neighbors and were fine citizens. I’ve enjoyed their company. Among the group are some men and women that I would not have met except for our mutual board service and who have become close friends.
在此稍作停顿:我要强调,多年来我遇到的董事绝大多数正直、可亲且聪慧。他们衣着考究,是优秀的邻居和公民。我享受与他们的合作。其中许多人因董事会结缘,最终成为挚友。
Nevertheless, many of these good souls are people whom I would never have chosen to handle money or business matters. It simply was not their game.
但这些优秀的人中,许多并非财务或商业领域的专家。这本无可厚非,毕竟术业有专攻。
They, in turn, would never have asked me for help in removing a tooth, decorating their home or improving their golf swing. Moreover, if I were ever scheduled to appear on Dancing With the Stars, I would immediately seek refuge in the Witness Protection Program. We are all duds at one thing or another. For most of us, the list is long. The important point to recognize is that if you are Bobby Fischer, you must play only chess for money.
反过来,他们也不会请我帮忙拔牙、装修房屋或改进高尔夫挥杆技巧。若让我参加《与星共舞》,我会立刻申请证人保护计划。每个人都有短板,多数人甚至有一长串缺陷。关键在于:若你是国际象棋大师菲舍尔,就该专注下棋赚钱。
# 伯克希尔董事的筛选标准(Business-Savvy Directors at Berkshire)
At Berkshire, we will continue to look for business-savvy directors who are owner-oriented and arrive with a strong specific interest in our company. Thought and principles, not robot-like “process,” will guide their actions.
在伯克希尔,我们将持续寻找商业嗅觉敏锐、以股东利益为导向且对公司有强烈兴趣的董事。他们的行动将基于思考和原则,而非机械化的“流程”。
In representing your interests, they will, of course, seek managers whose goals include delighting customers, cherishing associates and acting as good citizens of both communities and our country.
在代表您的利益时,他们将选择那些以取悦客户、珍视员工、成为社区和国家优秀公民为目标的管理层。
Those objectives are not new. They were the goals of able CEOs sixty years ago and remain so. Who would have it otherwise?
这些目标并非新概念。六十年前杰出CEO的目标也是如此,如今依然不变。谁会希望改变呢?
# 股票回购与股东沟通(Stock Repurchases & Shareholder Communication)
In past reports, we’ve discussed both the sense and nonsense of stock repurchases. Our thinking, boiled down: Berkshire will buy back its stock only if a) Charlie and I believe that it is selling for less than it is worth and b) the company, upon completing the repurchase, is left with ample cash.
过去报告中,我们曾探讨股票回购的合理与荒谬之处。我们的核心原则:仅当查理和我认为股价低于内在价值,且回购后公司仍保有充足现金时,才会回购。
Calculations of intrinsic value are far from precise. Consequently, neither of us feels any urgency to buy an estimated $1 of value for a very real 95 cents. In 2019, the Berkshire price/value equation was modestly favorable at times, and we spent $5 billion in repurchasing about 1% of the company.
内在价值计算远非精确。因此,我们不会急于以95美分买入估值1美元的价值。2019年伯克希尔股价偶尔出现适度折价,我们斥资50亿美元回购约1%的股份。
Over time, we want Berkshire’s share count to go down. If the price-to-value discount (as we estimate it) widens, we will likely become more aggressive in purchasing shares. We will not, however, prop the stock at any level.
长远来看,我们希望流通股数量下降。若股价折价扩大,我们将更积极回购。但绝不会人为维持股价。
Shareholders having at least $20 million in value of A or B shares and an inclination to sell shares to Berkshire may wish to have their broker contact Berkshire’s Mark Millard at 402-346-1400. We request that you phone Mark between 8:00-8:30 a.m. or 3:00-3:30 p.m. Central Time, calling only if you are ready to sell.
持有至少2000万美元A股或B股且有意出售给伯克希尔的股东,可通过经纪人联系Mark Millard(电话:402-346-1400)。请仅在准备出售时拨打,致电时间为中部时间上午8:00-8:30或下午3:00-3:30。
# 税收贡献与年度股东大会(Tax Contributions & Annual Meeting)
In 2019, Berkshire sent $3.6 billion to the U.S. Treasury to pay its current income tax. The U.S. government collected $243 billion from corporate income tax payments during the same period. From these statistics, you can take pride that your company delivered 1.5% of the federal income taxes paid by all of corporate America.
2019年,伯克希尔向美国财政部缴纳36亿美元联邦所得税,同期全美企业所得税总额为2430亿美元。您可为此自豪:伯克希尔贡献了全美企业所得税的1.5%。
Fifty-five years ago, when Berkshire entered its current incarnation, the company paid nothing in federal income tax. (For good reason, too: Over the previous decade, the struggling business had recorded a net loss.) Since then, as Berkshire retained nearly all of its earnings, the beneficiaries of that policy became not only the company’s shareholders but also the federal government. In most future years, we both hope and expect to send far larger sums to the Treasury.
55年前,伯克希尔转型初期未缴纳联邦所得税(合理原因:此前十年业务艰难,累计净亏损)。此后,通过留存几乎全部收益,政策受益者不仅是股东,还有联邦政府。未来多年,我们既希望也预期能为国库贡献更大金额。
On pages A-2 – A-3, you will find details about our annual meeting, which will be held on May 2, 2020. Yahoo will stream the event worldwide. There will be one important change in our format: I’ve received suggestions from shareholders, media and board members that Ajit Jain and Greg Abel – our two key operating managers – be given more exposure. That change makes great sense. They are outstanding individuals, both as managers and human beings, and you should hear more from them.
关于2020年5月2日股东大会的详细信息见A-2至A-3页。雅虎将全球直播,但议程有一重大调整:应股东、媒体及董事建议,两位核心管理层——阿吉特·贾恩(Ajit Jain)和格雷格·阿贝尔(Greg Abel)将获得更充分发言机会。这一调整意义深远,他们是卓越的管理者和领导者,值得更多关注。
Shareholders who send questions for our journalists to ask may specify that their question be posed to Ajit or Greg. They, like Charlie and me, will not know the questions in advance. Journalists will alternate with audience Q&A, and anyone can direct questions to any of the four of us. So polish up your zingers.
股东可通过记者提问并指定阿吉特或格雷格作答,提问内容会前保密。记者与观众交替发问,您也可直接向我们四人中的任何一位提问。请准备好尖锐问题!
# 2020年股东大会邀请(2020 Annual Meeting Invitation)
On May 2nd, come to Omaha. Meet your fellow capitalists. Buy some Berkshire products. Have fun. Charlie and I – along with the entire Berkshire gang – are looking forward to seeing you.
5月2日,来奥马哈吧!与志同道合的投资者相聚,购买伯克希尔产品,共度欢乐时光。查理和我,以及整个伯克希尔团队,期待与您见面。
February 22, 2020
Warren E. Buffett
Chairman of the Board