Bribery Probes for Titan, Halliburton

On Tuesday, defense contractor Titan Corp. agreed to plead guilty to criminal and civil charges and pay $28.5 million in fines stemming from payments to a presidential election campaign in the West African nation of Benin.The U.S. Attorney’s Office for the Southern District of California and the ...

By Stephen Taub • March 3, 2005

Are You Ready for Your Close-up?

As Motorola Inc. CFO David Devonshire prepares for next month’s first-quarter earnings report, he expects to pay special attention to media questions about a restatement of earnings for prior periods. While the revised numbers reflect a simplification of the company’s business sectors — organizin...

By Roy Harris • March 1, 2005

Judge Halves Lawyer Fees in Class Action

Potential corporate defendants of shareholder class-action lawsuits have yet another reason to breathe a sigh of relief, following the enactment the Class Action Fairness Act. President Bush last month signed the measure, which will make it much harder for individuals to sue corporations.Lawyers...

By Stephen Taub • March 1, 2005

Siebel’s Unspeakable SEC Challenge

It’s a tad unlikely that when the Founding Fathers wrote the Bill of Rights that they foresaw a legal use for it in defending corporate executives more than 200 years later.On March 15, however, a U.S. Southern District Court of New York judge will hear arguments by Siebel Systems that the First ...

By Craig Schneider • Feb. 28, 2005

Ex-Marsh Exec Admits to Bid Rigging

Late yesterday, former Marsh Inc. executive Kathryn Winter pleaded guilty to criminal charges in New York County Supreme Court, admitting that she took part in a scheme to defraud clients between 2001 and 2004, according to the office of New York Attorney General Eliot Spitzer.The charges against...

By Marie Leone • Feb. 25, 2005

CFO Whistleblower Reinstated by Court

A federal judge has reportedly ordered the reinstatement of David Welch, a former CFO of Cardinal Bankshares Corp. Welch was the first person to win whistleblower protection under the Sarbanes-Oxley Act after he raised accounting questions at the company and was fired last year.Besides getting hi...

By Marie Leone and Craig Schneider • Feb. 24, 2005

Prison Time for Former Boeing CFO

Former Boeing Co. chief financial officer Michael Sears was sentenced to prison for discussing a job offer with an Air Force procurement official who was overseeing a potential multibillion-dollar contract with the company, according to published reports.Sears, who earlier had pleaded guilty to o...

By Stephen Taub • Feb. 22, 2005

Bush Signs Class-Action Bill

President Bush won the first significant legislative victory of his second term today when he signed the Class Action Fairness Act, which will make it much harder for individuals to sue corporations.Yesterday, the House of Representatives passed the measure by a vote of 279 to 149; about 50 Democ...

By Stephen Taub • Feb. 18, 2005

Calpers Names New President

The California Public Employees’ Retirement System (Calpers) named Rob Feckner as its new president.Feckner succeeds Sean Harrigan, who led the retirement system since 2003 and who faced outside criticism for his strong activist activities, including his push to oust Walt Disney Co. chairman and ...

By Stephen Taub • Feb. 18, 2005

Choice Hotels Scraps Poison Pill

Choice Hotels International Inc. has joined a growing number of companies that are voluntarily scrapping their shareholder rights plans, also known as poison pills.The company, known for its Comfort Inn, Quality, and Clarion hotels, announced that it will eliminated its poison pill immediately, n...

By Stephen Taub • Feb. 16, 2005

The Rise (or Fall) of Class Action Costs

The average settlement in a shareholder class action lawsuit amounted to $27.1 million last year, up 33 percent from $20.3 million for 2003, according to the latest annual study of class action litigation by NERA Economic Consulting.Of last year’s 119 settlements, 16 of them exceeded $50 million;...

By Stephen Taub • Feb. 15, 2005

Shareholders Approve Disney Dozen

What a difference a year makes. In 2004, amid calls for Michael Eisner’s resignation, 45 percent of shareholders who voted at Disney Co.’s annual meeting withheld their votes from the chairman and chief executive officer. The withhold campaign spawned similar crusades at a number of other compani...

By Stephen Taub • Feb. 15, 2005

Senate Passes Class-Action Overhaul

In a vote widely seen as a victory for President Bush, the Senate passed a bill late last week that would make it more difficult to file class-action lawsuits against companies. The measure would require many cases to be brought in federal courts rather than in state courts, which are generally c...

By Stephen Taub • Feb. 14, 2005

NYSE Puts Late Filers on Notice

“The disclosure of late filers has taken center stage at the exchange,” Glenn Tyranski, an New York Stock Exchange vice president in charge of compliance, told The Wall Street Journal. “While we can’t make late filers complete their financial statements any faster, we can analyze the situation an...

By Stephen Taub • Feb. 14, 2005

The Deferred-Revenue Dilemma

A technical accounting question concerning how to book an acquired software company’s deferred revenue has stumped accounting standard setters. And the uncertainty has some finance executives fearing increased regulatory scrutiny.The debate centers on how corporate managers should record deferred...

By Craig Schneider • Feb. 14, 2005

Another Rumpus at Disney Annual Meeting

After implementing a series of corporate governance changes and reporting strong financial results in some of its units, the Walt Disney Co. seemed headed toward an uneventful annual meeting tomorrow.Uneventful, that is, until Roy Disney and Stanley Gold — who publicly campaigned last year for th...

By Stephen Taub • Feb. 10, 2005

Settlement for Another Ex-CFO of Enron

Former Enron Corp. chief financial officer Raymond M. Bowen Jr. agreed to pay $500,000 to settle Securities and Exchange Commission charges that he violated antifraud provisions of the federal securities laws.The SEC charged Bowen with knowing of a scheme to manipulate and report false and mislea...

By Stephen Taub • Feb. 9, 2005

Proxy Access Seems ”Stale”

The Securities and Exchange Commission will allow Verizon Communications, Qwest Communications International Inc., and Halliburton Co. to omit resolutions from their proxies that would have given certain shareholders the right to nominate directors.Those measures were sponsored by a number of lar...

By Stephen Taub • Feb. 9, 2005

SEC to Convene Sarbox 404 Roundtable

“The benefits of 404 reports are too important not to do it right,” said William Donaldson, chairman of the Securities and Exchange Commission, in a recent statement on the difficulties faced by smaller companies and foreign private issuers. Most such companies face a July 15 deadline to comply w...

By Stephen Taub • Feb. 8, 2005

U.K. Group Seeks 404 Delay

European companies are pressuring U.S. regulators to delay the implementation of a number of provisions of the Sarbanes-Oxley Act, according to the Financial Times.The FT reported that Digby Jones, director general of the United Kingdom’s Confederation of British Industry, will send a letter Mond...

By Marie Leone and Stephen Taub • Feb. 7, 2005

The Enron Tapes: New Evidence

New evidence surfaced last week to further implicate Enron Corp. traders in schemes to manipulate electricity prices during the height of the California blackouts in 2001. A Seattle-area municipal power company, Snohomish County Public Utility District (PUD), publicly released a new set of teleph...

By Marie Leone • Feb. 7, 2005

Investors Call for Emissions Disclosures

A group of 143 institutional investors managing assets of $20 trillion have sent a letter to the 500 largest companies in the world, asking for disclosure of investment-relevant information concerning their greenhouse-gas emissions.This is the third such request by the London-based Carbon Disclos...

By Stephen Taub • Feb. 3, 2005

WorldCom Directors’ Settlement Nixed

So much for a historic settlement in which former WorldCom directors agreed to be held personally liable in a shareholder lawsuit. The deal collapsed after a judge struck down one critical provision of the agreement.As we reported last month, 10 former outside directors of WorldCom (now MCI Inc.)...

By Stephen Taub • Feb. 3, 2005

Bitter Medicine for Merck

Already ill after the withdrawal of blockbuster arthritis drug Vioxx, Merck & Co. Inc. now has a few more reasons to feel even sicker.The beleaguered drug giant announced that the Securities and Exchange Commission has issued a formal notice of investigation relating to Vioxx, its link to inc...

By Stephen Taub • Feb. 1, 2005

Marsh to Pay $850 Million in Settlement

Marsh & McLennan Cos. agreed to pay $850 million to settle charges of fraud and anti-competitive practices stemming from an investigation by New York State Attorney General Eliot Spitzer.Under the agreement, the world’s largest insurance broker will provide restitution to its policyholders wh...

By Stephen Taub • Feb. 1, 2005