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After DOMO CEO Josh James suggested he was awarded a tax incentive by the state worth up to $23 million to keep his company here, even though he had no plans to relocate, Utah officials launched an investigation into the credit.
The Governor’s Office of Economic Opportunity, or GOEO, and the Utah Attorney Generals’ Office investigated whether the Utah-based technology company breached the terms of a contract for the incentive. The state found the company was abiding by the terms of the contract.
GOEO, which conducted the investigation, awarded the tax benefit to DOMO.
DOMO, which employs 824 people in Utah, agreed to add up to 2,230 new jobs here over the next decade. In exchange, the company can earn a credit of up to 25% of the new state taxes it will pay because of those jobs.
Tax incentives are given to companies that either relocate to Utah or expand their operations here. In exchange for providing well-paying jobs, the company can get a rebate on taxes.
In 2021, 28 companies were awarded Economic Development Tax Increment Financing (EDTIF) incentives worth a combined maximum of $181,412,146. The incentives run from five to 20 years. Companies earn a portion of the total refund every year if they meet goals specified in the incentive.
DOMO’s public financial statements show that it operated at a net loss every year since it went public in 2018. The cloud-based software company’s cash flow, as reported to the Securities and Exchange Commission, shows a loss of $183 million in 2017, $176 million in 2018, and $154 million in 2019.
James, the CEO, earned more than $12.3 million in 2021.
The final step before an incentive is approved is a review by the Go Utah Board, which serves as the board of directors for GOEO. The acronym soup is the result of a rebrand of the agency implemented when Gov. Spencer Cox took over following his election. Previously, the two entities were known as the Governor’s Office of Economic Development (GOED) and the GOED Board. Each of the 15 members on the board is appointed by the governor to 4-year terms. The group includes venture capitalists, business owners and executives.
The current chair of the go Utah Board is Carine Clark, a longtime tech executive in Utah who was appointed by former Gov. Gary Herbert in 2017. Most recently she was president and CEO of Banyan, a Utah-based digital marketing company for health care professionals. She left that position when the company was acquired by Nuvi in 2019.
Clark also joined DOMO’s board of directors in 2019. Both Clark and DOMO’s James are on the Silicon Slopes board of directors.
There’s no indication that Clark had any undue influence on the process of awarding tax credits. A review of GOEO board meetings shows Clark recused herself from the discussion over approving the DOMO incentives.
Clark has other links between the Go Utah board and companies that have won tax incentive packages from the state. She is a venture partner with Pelion Venture Partners, a Salt Lake City-based venture capital firm that has raised $1.4 billion across eight funds, according to Crunchbase. That relationship began in 2019.
In the two years since Clark’s affiliation with Pelion, three Utah technology firms that Pelion has invested in have been awarded tax incentives by GOEO, with approval from the Go Utah Board.
Weave, a digital communications company, was given an incentive package worth up to $5.1 million in 2019. Pelion made five separate investments in Weave from 2015 to 2019.
In 2020, Deserve, a fintech company, was awarded incentives with a maximum value of $374,089. Pelion made four investments into the company between 2019 to 2021.
DOMO’s tax incentives were awarded earlier this year. Pelion was the first venture capital firm to invest in the company, providing the original seed money in October 2010, then adding another $10 million as an angel investor in 2011. Pelion’s Managing Director Jeff Kearl also sits on DOMO’s board of directors.
DOMO did not respond to a request for comment.
Another company with a Pelion connection, Canopy Tax, was awarded $1.2 million in tax incentives in 2018. Pelion participated in six funding rounds for the company between 2017 and 2021, including financing $5 million in debt in 2019.
Clark was not present for the discussions involving Canopy, Weave, and Deserve.
The vote by the board is not the final say in how tax incentives are handled. The board holds a public vote to either approve or reject the application, but that vote is only a recommendation.
The relationships between Clark and Pelion and GOED are not illegal.
“We ask board members for disclosures once a year. The onus is on them to fill those forms out and return them to us. The onus is also on the board members to recuse themselves as well,” said Ben Hart, deputy director of GOEO.
The most recent conflict of interest form for Clark, filed in December 2020, lists her position as a member of DOMO’s board but makes no mention of her relationship with Pelion Venture Partners.
Clark says most venture firms utilize “venture partners” who help make introductions with firms or advise entrepreneurs who have not run a company before.
“Any entrepreneur who reaches out to me — whether associated with Pelion or not — I’m happy to help,” Clark said in an email.
Clark is not on the payroll for Pelion, nor is she a full-time employee. When asked about any financial stake in the company, she did not offer any specifics.
“I invest in a lot of venture funds and in a lot of companies both in the state and outside the state,” Clark said.
She did not respond when asked directly if she was an investor in any of Pelion’s funds. “I take my GOEO role very seriously. I don’t help any companies in their efforts to secure a tax incentive. The process is pretty clear and it’s not something I do,” Clark said.
What Utah law says
Utah’s laws say very little on how to handle conflicts of interest. A public officer with a “substantial” financial relationship with a company that falls under the state agency they’re affiliated with must declare that conflict. Clark’s disclosure notes she owns 14,920 shares in DOMO. She also receives $55,000 annually from the company for her board position. She filed an updated disclosure in late December showing her continuing relationship with DOMO. She also joined the board of Focus Universal, a California-based Internet of Things company.
But Clark’s disclosure does not mention her involvement with Pelion, which is not required because it’s not a full-time relationship. Only by browsing Clark’s LinkedIn bio, then pouring through the list of investments on Pelion’s webpage, can a connection be made by cross references with the list of companies that received tax incentives from the state.
Gov. Spencer Cox says Clark has been a valuable addition to the state’s efforts to foster more technology businesses.
“We want the best and brightest advising the state on our volunteer boards and commissions and Carine Clark represents the best of the best. She was on the ground floor of Utah’s now-thriving technology sector and she has dedicated her exemplary career to promoting tech companies and women in tech’” Cox said in a statement to The Tribune.
Cox added the state’s disclosure requirements are sufficient to avoid any conflicts of interest.
“Like all state board members, Carine has disclosed her relationships and recused herself from any Go Utah board decisions that could present even the appearance of a personal or financial conflict of interest. She is above reproach and we’re so grateful for her contributions and service in building Utah’s economy. If we want experts like Carine to advise the state, we must provide a path where they can contribute in an open and transparent way. The current disclosure process does that,” Cox said.
Utah’s handbook for members of boards and commissions suggests a few possible actions when handling a conflict of interest, which range from disclosing the conflict during a meeting and not participating in a vote to withdrawing from a meeting entirely. Ultimately, how to handle those conflicts is left up to the individual.
GOEO officials stress that they exceed state rules for disclosure, noting all of the board members are listed on the website along with a link to their LinkedIn bio, which lists current and past employers. Just six of the Go Utah board members have a current disclosure form on file.
“I will admit we don’t get 100% response. I wish we could get a 100% response rate. The disclosure forms are important, but we go to great lengths to make sure people are recusing themselves,” Hart said. “We want to be well above any criticism, so our board members are very conservative when they choose to recuse themselves.”
Every agency handles disclosures differently. For instance, GOEO does not post disclosures online, but they are available to the public on request. State law requires a copy of the disclosure forms to be kept at the attorney general’s office. Members of the public can inspect those in person.
The Utah Legislature is moving to tighten the state’s tax incentive program. HB 35, introduced ahead of the 2022 session, narrows the scope of projects that are eligible for the incentives. Recommendations for industries to target with incentives will come from the Unified Economic Opportunity Commission, which is made up of the leaders of several state agencies.