July 29, 2005

Vulnerable Severance Arrangements? Morgan Stanley Complaint Posted

Last week, I blogged about the Central Laborers’ Pension Fund having Bill Lerach file a derivative lawsuit against the Morgan Stanley board over the recent severance packages received by outgoing CEO Phillip Purcell and Co-President Stephen Crawford. We have posted a copy of the 92-page complaint in the “Compensation Litigation Portal” on

Yesterday, the NY Times ran an interesting article on Marty Lipton, which included some commentary on his role in the Morgan Stanley severance arrangements.

You may want to take this opportunity to review your own severance provisions and contracts because many companies may be sitting on potentially vulnerable arrangements. Check out the excellent guidance (and red flags) provided in the “Severance Arrangements” Practice Area on – and you will not want to miss the latest on severance arrangements that will be imparted at the “2nd Annual Executive Compensation Conference.”

Protection of Your Company’s Premises and Data

With terrorist bombings filling the airwaves, many companies are rethinking how their buildings and properties are protected. In this podcast, Tom LeKan, Senior Vice President and Chief Security Officer of Key Bank, provides an in-house perspective on what companies should consider in protecting their premises, including:

– Do you believe a higher standard of premises protection is necessary as a result of 9/11 and now because of the recent London bombings?
– Do you believe that companies (and state and local governments) have assimilated the mindset of continued premise protection as a result of the recent events?
– Are boards of directors paying sufficient attention to premise protection issues?
– What types of processes and documentation should companies implement to help defend themselves in litigation over inadequate security protection?
– Do you think that companies have sufficient protection against fraud these days?

Property protection also intersects with data security and privacy issues – we have a host of materials on those topics in our “Privacy Rights” Practice Area.

SOX’s 3rd Anniversary

Well, tomorrow is the 3rd anniversary of the Sarbanes-Oxley Act and you know what that means – I go to the beach to celebrate the full employment of corporate & securities lawyers! [I know most of you were thinking that means that every company with securities registered with the SEC have now had their ’34 Act filings reviewed at least once since the birth of SOX, pursuant to Section 408(c) of SOX.] Julie will be blogging next week – see ya.