Thank you for sharing!

Your article was successfully shared with the contacts you provided.
When San Jose electronics company Sanmina-SCI announced Thursday the resignation of one executive responsible for stock option problems, the company refused to identify the individual. But by Friday, one thing was clear � it wasn’t the general counsel. Despite the growing list of companies whose top legal officers have resigned or been fired under a cloud of stock-options suspicion � including CNET’s Sharon Le Duy, who lost her job Wednesday � Sanmina’s Steven Jackman remains standing. Jackman declined to comment Friday on how he’s managed to remain unscathed to this point, but Sanmina investor relations spokeswoman Paige Bombino said he “has no involvement” in stock-options grants and never has. Bombino would not explain Sanmina’s stock-options oversight policy. In some companies with backdating problems, general counsel have escaped termination because they didn’t work there during the years when the companies granted questionable options. In most cases, boards and executives doled out fishy options before 2003, when new accounting rules made it nearly impossible to backdate. But Sanmina said Thursday it found option grants that had been improperly dated or accounted for from 1997 up through this year, which would fall within Jackman’s time at the company. This admission places Jackman in a select group. Among companies that have announced the departure of executives because of options problems, Jackman appears to be one of only two general counsel who have kept their jobs even though they were working at the time improper options grants occurred. General counsel have been fired, suspended or have resigned from Boston Communications, CNET, McAfee, Mercury Interactive, Monster Worldwide and Comverse. Apple Computer’s former general counsel, Nancy Heinen, departed the company in May, a month before Apple went public with news of options “irregularities.” At Rambus, which has also announced options problems, John Danforth recently left his general counsel post to become a senior legal advisor at the company. Yet corporate governance experts say it’s not necessarily unusual for a general counsel to have steered completely clear of responsibility for options grants. “It could have been delegated to somebody else,” said Richard Koppes, who advises clients on corporate governance at the Jones Day firm. “It really is very company-specific. . . . Usually it’s the general counsel or the corporate secretary. But maybe it was the head of HR. It could be the CFO.” Former Irell & Manella partner David Dull remains as general counsel and executive vice president at Broadcom � a job he has held since 1998 � even though his company announced some $750 million in additional expenses because of options problems. Its CFO “accelerated” his retirement last month. Dull did not immediately respond to a call for comment. In many cases, stock option grants are approved by a compensation committee, which is usually made up of board members, Koppes said. A general counsel, corporate secretary or other department head could handle the exact sums and dates for the grants and put them into effect, he said. Often the general counsel is also the corporate secretary, as is the case with Dull. At Sanmina, Wilson Sonsini Goodrich & Rosati’s Christopher Mitchell has served as corporate secretary from at least 1999 until as recently as early 2006, according to SEC filings. Mitchell did not return a call seeking comment. A call to Carmine Renzulli, Sanmina’s head of human resources, was routed to the HR department’s general voicemail. Bombino would not disclose whether Renzulli still worked at the company. Sanmina Chief Financial Officer David White did not return a call for comment; his secretary said he was in a meeting. Mitchell is not Sanmina’s only association with Wilson Sonsini. Partner Mario Rosati has been on the company’s board since 1997.

This content has been archived. It is available exclusively through our partner LexisNexis®.

To view this content, please continue to Lexis Advance®.

Not a Lexis Advance® Subscriber? Subscribe Now

Why am I seeing this?

LexisNexis® is now the exclusive third party online distributor of the broad collection of current and archived versions of ALM's legal news publications. LexisNexis® customers will be able to access and use ALM's content by subscribing to the LexisNexis® services via Lexis Advance®. This includes content from the National Law Journal®, The American Lawyer®, Law Technology News®, The New York Law Journal® and Corporate Counsel®, as well as ALM's other newspapers, directories, legal treatises, published and unpublished court opinions, and other sources of legal information.

ALM's content plays a significant role in your work and research, and now through this alliance LexisNexis® will bring you access to an even more comprehensive collection of legal content.

For questions call 1-877-256-2472 or contact us at [email protected]


ALM Legal Publication Newsletters

Sign Up Today and Never Miss Another Story.

As part of your digital membership, you can sign up for an unlimited number of a wide range of complimentary newsletters. Visit your My Account page to make your selections. Get the timely legal news and critical analysis you cannot afford to miss. Tailored just for you. In your inbox. Every day.

Copyright © 2020 ALM Media Properties, LLC. All Rights Reserved.