Below are a few of the successful cases in which Labaton Sucharow has been able to effect significant corporate governance changes.
In re Waste Management, Inc. Securities Litigation
In the settlement of the Waste Management case, we achieved critical corporate governance improvements resulting in:
- A stronger and more independent audit committee;
- A board structure with greater accountability;
- Protection for whistleblowers.
In re Bristol-Myers Squibb Securities Litigation
In Bristol-Myers, we won unprecedented corporate governance concessions, including:
- Required public disclosure of the design of all clinical drug trials;
- Required public disclosure on the company's website of the results of all clinical studies on drugs marketed in any country throughout the world.
The Boeing Company Derivative Class Action (Cohen v. Gray)
In this case against the Boeing aircraft company, we achieved a landmark settlement establishing unique corporate governance standards relating to ethics compliance including:
- At least 75 percent of Boeing's Board must be independent under NYSE criteria;
- Board members will receive annual corporate governance training;
- Direct Board supervision of an improved ethics and compliance program;
- Improved Audit Committee oversight of ethics and compliance;
- A $29 million budget dedicated to the implementation and support of these governance reforms.
In re Vesta Insurance Group Securities Litigation
In settling Vesta, we caused the company to adopt provisions that created:
- A Board with a majority of independent members;
- Increased independence of members of the company's audit, nominating and compensation committees;
- Increased expertise in corporate governance on these committees;
- A more effective audit committee.
In re Orbital Sciences Corp. Securities Litigation
Along with a settlement of $23.5 million and warrants with Orbital Sciences and its auditor, KPMG, we also secured substantial corporate governance changes, including:
- The implementation of measures concerning the company's quarterly review of its financial results;
- Changes to the composition, role, and responsibilities of its Audit and Finance committee;
- The adoption of a board resolution providing guidelines regarding senior executives' exercise and sale of vested stock options.
In re Take-Two Interactive Securities Litigation
Labaton Sucharow secured a $20.1 million settlement along with significant corporate governance reforms that required Take-Two to adopt:
- A "clawback" provision, providing for the recovery of bonus or incentive compensation paid to senior executives in the event that such compensation was awarded based on erroneously reported financial results as an outcome of fraud or other known misconduct by the executives;
- A policy requiring its board of directors to submit for stockholder vote any stockholder rights plan of more than 12 months in duration;
- A bylaw providing that no business may be brought before a stockholder annual meeting by a person other than a stockholder unless such matter has been included in the proxy solicitation materials issued by the company.