"The document signed by Sam Cohen and Milton Shapiro in 1995…never generated board ratification," says Robinson.
He says all compensation packages must be ratified by a compensation committee as well as the board of directors. "None of that was done," says Robinson.
The deal sparked criticism when it was made public last month and was considered a "golden parachute" because of the large sum of money involved. The arrangement would have given Cohen close to his salary of approximately $200,000 a year for 15 years but would have terminated in case of his death, says Leonard Kleinman, a lay leader who chairs JNF's audit committee.
"I think it's unprecedented," says James Abruzzo, managing director of A.T. Kerney's nonprofit practice. "I've never heard of any severance anywhere near it."
Cohen was forced to resign after an independent audit found JNF was rife with mismanagement and was sending less than a quarter of the money it raised to Israel. He is entitled to a year and a half of his salary as severance because auditors found no malfeasance, says Robinson.
That is six months longer than other JNF executives receive. But organization officials note the executive vice president is the top JNF officer, and they point out Cohen worked there for 22 years. Former donors say a year and a half is "generous" but not out of line given his length of service.
Abruzzo says executives like Cohen usually get some severance. Otherwise they may have grounds to sue — something Robinson acknowledges.
Robinson says he has paid Cohen "very little" of his severance and doesn't expect to pay any more of it until the two men meet in two weeks.
The audit committee also discovered smaller, proposed compensation agreements for JNF's former controller, Jack Grunspan, and its director of administration, Michael Aschenbrand, a 23-year veteran of JNF. Neither signed the documents, says Kleinman.