CA Research Reference

Forum Process

News Reports

Professional Analyses

Research

see also

Archive - 2001 CA Forum

Forum Process:

• Letter to Chairman Urging Withdrawal of Payment Offer (June 1, 2004)

• Letter Asking Chairman to Address Shareholder Interest in Recovering Miscalculated Executive Compensation (June 16, 2004)

• Chairman's Response to Issue of Recovering Miscalculated Executive Compensation (June 25, 2004)

• Letter to Chairman Concerning Requirements for Recruitment of CEO or Sale of Company (July 28, 2004)

• Letter to Chairman Inviting Resolution of Details for Policy to Correct Miscalculated Executive Compensation (August 4, 2004)

• Forum Report: Glass Lewis “Proxy Paper” Addressing Forum Issues (August 19, 2004)

• Annual Meeting of Shareholders (August 25, 2004)

• Letter to Chairman Suggesting Resolution of Demonstration Issue (August 27, 2004)

• Forum Report: Confusion about Sarbanes-Oxley Provision for Bonus Reimbursements (September 7, 2004)

• Management Responses to Issue of Director Status (September 8, 2004)

• Letter to Justice Department and SEC Concerning Settlement Provisions for Monitoring (September 20, 2004)

• Forum Report: Significance of Deferred Prosecution Agreement (September 30, 2004)

• Forum Report: Board Approval of "Change in Control Severance Policy" (October 23, 2004)

• Letter to Chairman Inviting Cooperative Development of Shareholder Oversight Procedures (December 8, 2004)

• Forum Report: 2005 Forum Agenda (January 4, 2005)

• Forum Report: Plans for Immediate Oversight Requirements (January 19, 2005)

• Letter to Administrator Concerning Shareholder Views for $225 Million Restitution Plan (January 26, 2005)

• Forum Report: Board Actions to Add Director, Control Litigation, Hire CFO and Amend By-Laws (February 5, 2005)

• Letter Inviting Special Litigation Committee Meeting to Define Shareholder Oversight Procedures (February 7, 2005)

• Forum Report: Management Response to Request for Cooperation (February 9, 2005)

• Meeting Plans for Fair Allocations of $225 Million Restitution Fund (February 10, 2005)

• Management Decision on Restitution Fund Meeting (February 11, 2005)

• Forum Report: Plan for Restitution Fund Meeting on March 9, 2005 (February 15, 2005)

• Written Submissions to Panel for Fair Allocations of $225 Million Restitution Fund (February 24, 2005)

• Confirmation of Management Decision Against Support of Restitution Fund Meeting (February 25, 2005)

• Forum Report: Change in Plans to Address Restitution Fund Issues Without Management Cooperation (March 1, 2005)

• Forum Program for Fair Allocations of $225 Million CA Restitution Fund (March 4, 2005)

• CA Forum Report: Review of Restitution Fund Issues (March 15, 2005)

• Forum Report: Departure of Chief Governance Officer (March 17, 2005)

• Forum Report: Explanation of “Ownership” Basis for Restitution (March 22, 2005)

• Alternative Investor View for Distribution of CA Restitution Fund (March 24, 2005)

• Request for Director Intentions to Stand for Re-election (April 5, 2005)

• Plans for Independent Review of Director Candidates (May 11, 2005)

• Management Response to Requested Cooperation in Review of Director Candidates (May 13-23, 2005)

• Shareholder Demand for Minutes to Review Performance of Director Candidates (June 27, 2005)

• Request for US Attorney's Clarification of Responsibilities to Provide Information Needed by Investors (July 21, 2005)

• Shareholder Delegate Response to Proposed Conditions for Providing Board Records (July 22, 2005)

• CA Forum Report: Administrator’s Plan for Restitution Fund (July 29, 2005)

• Letter Requesting Board Statement of Policy for Responding to Investor Inquiries (August 4, 2005)

• Clarification of Need for Board Policy Assuring Respect of Investor Inquiries (August 11-16, 2005)

• Request for Examiner Reporting on Responsibility for Investor Inquiries in Compliance with Deferred Prosecution Agreement (August 22-23, 2005)

• Suspension of Shareholder Delegate Inquiry Pending Examiner Report (August 30-September 6, 2005)

• Court Filing of Confidential July 2003 Board Minutes (March 20, 2006)

• Shareholder Proposal to Remove Directors (March 28 - June 23, 2006)

• Management Report of Unanticipated Accounting Adjustments (April 25, 2006)

• Forum Report: CA Legal Arguments to Block Shareholder Proposal (May 29, 2006)

• Forum Report: SEC Staff Agrees CA Can Prevent Shareholder Vote on Removal of Directors (June 24, 2006)

• Forum Report: CA Perspective on Shareholder Rights to Representation (June 30, 2006)

• Management Report of U.S. Attorney's Required Extension of Examination (September 14, 2006)

• Management Report of Voting at Annual Meeting (September 18, 2006)

• Forum Report: Activist Investor No Longer Holds CA Stock (November 14, 2006)

• Board Adoption of "Majority Voting" for Election of Directors (February 28, 2007)

• Forum Report: Former CA Executive's Offer of Future Services (April 4, 2007)

• Report of CA Board's Special Litigation Committee (April 13, 2007)

• Forum Report: Voting Influence of ISS Switch in Support of D'Amato (August 23, 2007)

• Forum Report: Reports of Undisclosed Payments and Failure to Protect Corporate Rights (October 12, 2007)

• Forum Report: Ranieri, Responsible for Settling CA Legal Charges, Resigning from Board (December 11, 2007)

• Forum Report: Renewing Request for CA's Public Release of Examiner's Report (September 4, 2008)

• Forum Report: Management Response to Request for Examiner's Report (September 8, 2008)

• Forum Report: Formal Request Submitted to CA for Release of Examiner's Report (September 9, 2008)

• Forum Report: Explanation of Confusion about Court Seal of Examiner's Report (September 9, 2008)

• Forum Report: Management Arguments Opposing Public Release of Examiner's Report (September 12, 2008)

• Forum Report: Process Initiated Seeking Court Approval to Release Examiner's Report, Opposed by Management (September 22, 2008)

• Forum Report: Board Opposition to Release of Report on Their Conduct (September 24, 2008)

• Forum Report: Court’s Requirement of Formal Process for Release of Reports (September 25, 2008)

• Forum Report: Announced Retirement of CEO  (September 1, 2009)

News Reports (links to publisher):

• The New York Times, April 25, 2004: "Why Not Restate Bonuses?"
• The New York Times, June 6, 2004: "The Scandal That Refuses To Go Away"
• Newsday, July 1, 2004: "Wyly files $1B shareholder suit against CA"
• Reuters, July 2, 2004: "Wyly lawsuit wins little support from CA investors"
• Newsday, July 26, 2004: "CA's stabilizing force"
• Newsday, July 29, 2004: "From Shareholder Advocate - Letter blasts CA's exec search"
• Newsday, August 20, 2004: "Note to CA Shareholders - Firm advises cutting auditor, two directors"
• NYSSCPA.org (New York State Society of Certified Public Accountants), August 20, 2004: "Firm Advises CA to Drop KPMG, 2 Directors"
• IRRC Corporate Governance Highlights, August 20, 2004: Meeting Watch - CA Shareholders Disagree Over Proposal to Recoup Performance-Based Executive Compensation"
• CalPERS Proxy Voting Decisions, August 24, 2004: "Computer Assoc Intl Inc"
• Reuters, August 24, 2004: "Compensation to top agenda of CA's annual meeting"
• The Wall Street Journal, August 25, 2004: "CA Investors Weigh Plan On Scandal-Tainted Pay"
• CNET News.com, August 25, 2004: "CA execs can keep bonuses--for now"
• CRN, August 25, 2004: "Under Fire, CA Pledges To Right Its Ship"
• Reuters, August 25, 2004: "CA shareholders defeat proposal to recall bonuses"
• TheStreet.com, August 25, 2004: "Computer Associates Bonus Proposal Defeated"
• Computerworld, August 26, 2004: "CA shareholders back management over bonuses issue"
• Newsday, August 26, 2004: "Shareholders reject plan to recoup bonus"
• The Wall Street Journal, August 26, 2004: "CA Holders Vote Not to Seek Cash Of Ex-Executives"
• IRRC Corporate Governance Highlights, August 27, 2004: "Shareholders Exert Pressure to Recoup ‘Unearned’ Bonuses"
• The New York Times, August 29, 2004: "Just a Friendly Group of 'Independent' Directors"
• Crain's New York Business, August 30, 2004: "Investor uprising"
• CRN, August 30, 2004: "CA's Cron In The Running For CEO"
• The Pomerantz Monitor, September 2004: "Computer Associates Opposes Amalgamated Bank Resolution"
• IRRC Corporate Governance Highlights, September 3, 2004: "NYSE’s Proposed Rule Changes Would Require Boards to Explain How They Determined Directors’ Independence"
• Newsday, September 8, 2004: "CA may avoid corporate indictment"
• Newsday, September 9, 2004: "Two fired CA executives seek damages"
• Computer Associates International at SG Cowen 32nd Annual Fall Technology Conference, September 9, 2004 (webcast)
• Dow Jones Newswires, September 9, 2004: "Computer Associates CFO: Still Negotiating With US Govt"
• Associated Press, September 10, 2004: "Battle Intensifies Over Executive Bonuses"
• The Wall Street Journal, September 20, 2004: "CA, Prosecutors Discuss Resolution"
• TheStreet.com, September 21, 2004: "Cleanup Firm Sets Sights on Computer Associates"
• Newsday, September 22, 2004: "Feds, CA to announce settlement"
• The New York Times, September 22, 2004: "Guilty Plea Seen in Computer Associates Case"
• The Wall Street Journal, September 22, 2004: "Computer Associates Strikes Deal"
• TheStreet.com, September 22, 2004: "Former Computer Associates CEO Indicted"
• eWeek, September 23, 2004: "The CA Indictment Trail Gets Longer"
• Financial Times, September 23, 2004: "Former CA executives charged with fraud"
• Newsday, September 23, 2004: "Ex-CA chairman Kumar indicted for fraud"
• The New York Times, September 23, 2004: "Ex-Chief of Computer Associates Is Indicted on Fraud Charges"
• The Wall Street Journal, September 23, 2004: "U.S. Indicts Sanjay Kumar For Fraud, Lies"
• Newsday, September 24, 2004: "Kumar, Richards plead not guilty"
• The Wall Street Journal, September 24, 2004: "In CA Probe: Recovered E-Mails, Surprise Cache of Documents"
• Associated Press, September 25, 2004: "Computer Associates Could See More Changes"
• TheStreet.com, September 29, 2004: "Can CA Get Back to Business?"
• Newsday, October 1, 2004: "Boardroom battle over CA's next CEO"
• Computer Associates, October 1, 2004: "CA Statement on CEO Search"
• The New York Times (Long Island edition), October 3, 2004: "Computer Associates Focuses on the Future"
• Dow Jones Newswires, October 5, 2004 (3:39pm update): "Computer Assoc's Cron Plans To Stay As CEO Or Dir"
• CASH, October 7, 2004: "bilanzskandal - Bei dieser Firma sind alle Pferde durchgegangen" ["Accounting scandal - At this company, the horses have bucked their riders"]
• The Wall Street Journal, October 12, 2004: "Recovering Bonuses Remains Infrequent Despite Emphasis On Corporate Reform"
• Newsday, October 18, 2004: "Wyly moves to reopen settlement"
• Newsday, October 20, 2004: "CA offers tutorial on its accounting"
• Associated Press, October 20, 2004: "Benefit Narrows Computer Associates Loss"
• IRRC Corporate Governance Highlights, October 22, 2004: "Annual NACD Conference Examines Recent Dramatic Changes in Boardroom - Culture Sets the Tone"
• Newsday, October 26, 2004: "Board’s move could prep CA for takeover"
• Reuters, October 26, 2004: "Computer Associates exec sold 20 pct of his shares"
• IRRC Corporate Governance Highlights, October 29, 2004: "ICGN Conference Focuses on Board Oversight of Executive Compensation"
• Newsday, November 3, 2004: "Execs settle with SEC"
• Newsday, November 5, 2004: "9/11 lawyer will oversee CA"
• Newsday, November 10, 2004: "Wyly's still on CA's case"
• Newsday, November 22, 2004: "IBM executive expected to be named CA chief"
• Newsday, November 22, 2004, 2:47pm: "IBM executive expected to be named CA chief"
• Associated Press, November 22, 2004: "Computer Associates Taps IBM's Swainson"
• Newsday, November 23, 2004: "Big Blue exec next CEO"
• The New York Times, November 23, 2004: "Software Firm to Name New Chief Executive"
• The Wall Street Journal, November 23, 2004: "Computer Associates Names New CEO"
• Dow Jones Newswires, November 23, 2004: "Wall Street Sees New Computer Associates CEO As Good Fit"
• Newsday, November 24, 2004: "New CA chief outlines plans for company"
• Reuters, November 24, 2004: "Computer Assoc. awards new CEO $12.8 mln package"
• Newsday, November 25, 2004: "New CEO to get $8.6M"
• BusinessWeek, December 6, 2004: "CA's New Boss: 'He's Going To Have His Hands Full'"
• Newsday, December 9, 2004: "Wyly wants to re-open CA settlement"
• The Wall Street Journal, December 9, 2004: "Computer Associates Investors Seek to Reopen Litigation"
• Dallas Morning News, December 17, 2004: "A thorn with sticking power"
• Bloomberg, December 24, 2004: "Computer Associates' Swainson Finds Structure Isn't `Logical'"
• Corporate Board Member Magazine, January/February 2005: "The Best (and Worst!) Board Performances of 2004"
• Reuters, January 14, 2005: "CA CEO vows to revamp sales force"
• Newsday, January 14, 2005: "Wyly Continues to Battle CA - As part of Texas tycoon’s efforts to have case reopened, he seeks expedited discovery of evidence"
• The New York Times, January 16. 2005: "Remember When Ken Lay Was a Genius?"
• The New York Times, January 17, 2005: Op-Ed Contributor, Lucian Bebchuk, "What's $13 Million Among Friends?"
• Investor Relations Magazine (IRontheNet.com), January 20, 2005: "The pre-pre proxy season contest - IRRC sets the stage"
• IRRC Corporate Governance Highlights, January 21, 2005: "Corporate Practitioners Should 'Reach Out' To Shareholder Proponents, Say Forum Panelists"
• Newsday, January 22, 2005: "After 26 years with IBM, soon-to-be CEO plans to implement a similar organizational structure in Islandia"
• Reuters, January 24, 2005: "New CEO remaking Computer Associates after IBM"
• Newsday, January 26, 2005: "Positive numbers for CA - Incoming chief executive is cautiously optimistic; a push in consumer software is cited in growth"
• Dow Jones Newswires, January 29, 2005: "DAVOS: In Ironic Twist, CA Benefits From Sarbanes-Oxley"
• Dow Jones Newswires, February 1, 2005: "CA Elects Former IBM Executive As Independent Director"
• Globe and Mail, February 2, 2005: "CA forced to run own turnaround program - Incoming CEO must get firm to practise what it preaches in aftermath of scandal"
• Wall Street Journal, February 2, 2005: "CA Names Davis, A Dell Executive, As Finance Chief"
• Newsday, February 2, 2005: "CA faces software royalty suit - Formerly affiliated firm seeks damages alleging fraud, theft, racketeering and copyright violations"
• MarketWatch, February 2, 2005: "CA taps Robert Davis as finance chief - Analysts praise hire that effectively completes overhaul"
• New York Times, February 13, 2005: "Giving Away Lots of Money Is Easy, Right?" (See related Video: "Business Minute With Gretchen Morgenson" )
• Wall Street Journal, February 15, 2005: "Ernst & Young Is Sued Over Advice On CA Purchase of Software Firm"
• Newsday, February 16, 2005: "CA's Kron gets $500G bonus"
• Wall Street Journal, February 16, 2005: "Computer Associates Sees Many Acquisition Targets"
• Washington Post (Bloomberg), February 20, 2005: "Seeking Companies Poised for Recovery - Nuveen NWQ Has Placed a Big Bet on Computer Associates' Revitalization"
• Dow Jones Newswires, February 23, 2005: "Michaels Stores Inquiry Centers On Texas Tycoons"
• Newsday, February 24, 2005: "Michaels Stores subpoenaed over Wyly transactions"
• Newsday, March 12, 2005: "U.S. prosecutor to join CA"
• Barron's, March 14, 2005: "Hidden Treasures - Hancock Classic Value finds profits in problem stocks"
• Newsday, March 17, 2005: "Judge taps CA watchdog - Manhattan lawyer Lee Richards picked as firm's independent examiner, as part of Computer Associates' agreement"
• Dow Jones Newswires, March 17, 2005: "CA Confirms Departure Of Governance Executive Lamm"
• Newsday, April 6, 2005: "CA board shake-up?"
• NYSSCPA.org (New York State Society of Certified Public Accountants), April 6, 2005: "CA May Shake-Up Its Board"
• Newsday, April 8, 2005: "CA to buy Concord in deal that brings questions"
• The New York Times, April 10, 2005: "Wyly Brothers to Return Profits Made in Share Sale"
• Newsday, April 12, 2005: "CA director takes step back"
• TheStreet.com, April 12, 2005: "CA Doubles Dividend"
• Financial Times, April 18, 2005: "CA chief candid about fall-out from scandal"
• Forbes, April 25, 2005: "Wyly's War | Enraged by the accounting mess at Computer Associates, Texas billionaire Sam E. Wyly wants revenge - and is suing just about everybody to get it"
• Reuters, May 26, 2005: "Computer Associates to restate 4-years results"
• TheStreet.com, May 26, 2005: "Computer Associates' Top Line Falls Short"
• Financial Times, May 27, 2005: "CA to restate results again"
• Newsday, May 27, 2005: "CA digs, finds more problems | Company discovers improper transactions dating back to 1998, forcing it to restate financials through ’05"
• Wall Street Journal, May 27, 2005: "Computer Associates Net Falls, More Accounting Issues Arise"
• New York Times Dealbook, May 27, 2005 (brief): "Computer Associates International said it would modify five years of financial statements..."
• Associated Press, May 27, 2005: "Computer Associates to Restate 5 Years"
• The Deal, May 27, 2005: "CA poised for M&A push"
• CFO, May 28, 2005: "Computer Associates to Restate Results"
• SmartMoney, May 31, 2005: "A Crummy Stock Gets Crummier"
• The Deal, June 3, 2005: [Corporate Restructuring - interview] "Mountain man"
• Reuters, June 7, 2005: "Computer Assoc. sees no further delay in 10k filing"
• New York Times, June 9, 2005: "Computer Associates Plans Fourth Acquisition in a Year"
• Associated Press, June 13, 2005: "Corporate Lawyers Criticize U.S. Strategy"
• TheStreet.com, June 13, 2005: "Computer Associates Gets a Closer Look"
• Wall Street Journal, June 16, 2005: "Bristol-Myers Ex-Officials Are Indicted
  | Drug Maker to Pay $300 Million To Settle Criminal Investigation"
• Newsday, June 17, 2005: "Judge says Wyly can pursue CA documents"
• Wall Street Journal, June 20, 2005: "Crime & Punishment | Crackdown Puts Corporations, Executives in New Legal Peril"
• The Deal, June 24, 2005: "The long road to recovery"
• Reuters, June 27, 2005: "Computer Assoc. considering name change for fresh start"
• TheStreet.com, June 27, 2005: "CA Shareholders Seek Board Minutes"
• Newsday, June 28, 2005: "Could a name-change help CA?"
• Newsday, June 30, 2005: "CA reports 'minor' changes in past results"
• Newsday, June 30, 2005: "Feds: Ex-CA execs paid hush money"
• Reuters, June 30, 2005: "Computer Associates Finds Material Weaknesses"
• Wall Street Journal, June 30, 2005: "Evidence Builds Against Former CA Chief Kumar" [original heading, "Government Amends CA's Indictment," corrected July 1, 2005]
• Wall Street Journal, July 7, 2005: "Plan to Give Defrauded Investors Money From Fines Faces Hurdles"
• Newsday, July 11, 2005: "Ex-CA exec's alleged scheme leads to tax charge"
• Financial Times, July 13, 2005: "John Swainson, CEO of Computer Associates"
• Reuters, July 13, 2005: "Former Computer Assoc. CEO faces trial in April"
• Newsday, July 14, 2005: "April trial date set for Kumar"
• Newsday, July 23, 2005: "Fired employees sue CA, law firms"
• Reuters, July 26, 2005: "CA director opts out of board re-election"
• Wall Street Journal, July 26, 2005: "CA Says Former CEO Kumar Forfeited $7.6 Million in Stock"
• Newsday, July 27, 2005: "CA co-founder to leave board"
• TheStreet.com, July 27, 2005: "Computer Associates to Cut 5% of Jobs"
• Financial Times, July 28, 2005: "CA more than doubles its income"
• Forbes, July 28, 2005: "CA Lays Off Workers, Again"
• Newsday, July 28, 2005: "CA to cut its workforce by 800"
• Wall Street Journal, July 28, 2005: "CA Net Doubles on Tax Benefit; Revenue Rises 8%"
• Associated Press, July 30, 2005: "Study Shines Light on Earnings Statements"
• Newsday, August 25, 2005: "Investors starved for answers"
• Newsday, August 26, 2005: "CA nixes request for minutes"
• NYSSCPA.org (New York State Society of Certified Public Accountants), August 26, 2005: "CA Won’t Honor Request for Board Minutes"
• Newsday, September 20, 2005: "CA takes Manhattan | Signs lease for Madison Ave. space to have a presence in the city but stresses HQ will remain on LI"
• Newsday, September 29, 2005: "Tower teammates | Wang, stymied by lawmakers in his plan to redevelop Coliseum, joins with Reckson to bolster his bid"
• Wall Street Journal, October 17, 2005: "The Cop on the Board"
• Financial Times, October 20, 2005: "CA issues accounts restatements"
• Barron's, October 24, 2005: "Getting With the Program"
• Newsday, October 26, 2005: "CA posts gain, stays cautious"
• Corporate Crime Reporter, November 28, 2005: "Interview with David Pitofsky [former Assistant US Attorney responsible for Computer Associates cases]"
• Forbes, November 15, 2005: "Computer Associates May Execute Better In Coming Year"
• BusinessWeek, November 21, 2005: "Computer Associates: Clearing A Cloud" (See also: December 5, 2005 CA management response)
• Newsday, December 2, 2005: "CA's boxing match | His hands finally on 23 cartons of files, millionaire gadfly presses fight to nullify shareholder pact"
• CFO, January 1, 2005: "Race to Reform | CFO Bob Davis and his cohorts have nine months left"
• BusinessWeek, February 13, 2006: "The New Ethics Enforcers" (See also "Online Extra: Calling the Ethics Cops")
• Bloomberg, February 15, 2006: "CA Inc.'s Ex-Chief Kumar Erased Laptop During Probe, U.S. Says"
• Newsday, March 8, 2006: "Feds: Kumar had habit of obstruction"
• Reuters, March 16, 2006: "Relational to press for change at CA"
• Newsday, March 29, 2006: "CA executives motive to cook the books"
• Newsday (Bloomberg), April 2, 2006: "2 from LI firm's board targeted"
• The New York Times, April 2, 2006: "One Share, One Vote: One Big Test"
• Newsday, April 13, 2006: "Claim on auditor switch | Prosecutors suggest CA wanted to keep payout details quiet" (Also download referenced board minutes, 5 pages, 99 KB, in PDF format)
• TheStreet.com, April 24, 2006: "Former CA Chief Expected to Plead Guilty"
• The New York Times, April 25, 2006: "Software Chief Admits to Guilt in Fraud Case"
• Newsday, April 25, 2006: "CA investors eye restitution | Experts say guilty pleas of 2 will help the troubled company, but questions remain on who'll repay money"
• TheStreet.com, April 25, 2006: "CA Slashes Profit Forecast"
• The New York Times, April 27, 2006: "The Shareholder Spring"
• Wall Street Journal, April 27, 2006: "CA Turns To SEC In Fight Vs Proposal On Directors' Ouster"
• The New York Times, April 30, 2006: "Can't Take It Anymore?"
• Fortune-CNN, May 2, 2006: "CEO pay: They didn't earn it - and should return it"
• Institutional Shareholder Services, May 2, 2006: "Amalgamated Bank Targets CA Again"
• Wall Street Journal, May 10, 2006: "CA's Chief Technology Officer Will Join Firm as a Director"
• Newsday, May 11, 2006: "Another top exec leaves CA | Second high-level official to depart; software company sees no connection with financial woes"
• The Deal, May 11, 2006: "Shareholder files suit against CA"
• Dow Jones Newswires, May 11, 2006: "Lawsuit Seeks Answer On Shareholders' Power Over Bylaws"
• TheStreet.com, May 15, 2006: "Another Defection at CA"
• TheStreet.com, May 15, 2006: "CA Stability Still on Hold"
• The Deal, May 15, 2006: "CA faces executive exodus"
• Newsday, May 16, 2006: "CA finance execs make an exit | Latest resignations at embattled software maker comes on heels of a 4Q revenue slide, 2 top-level departures"
• Reuters, May 30, 2006: "CA delays earnings, sees quarterly loss"
• TheStreet.com, May 30, 2006: "CA Shareholders Tested Again"
• Chief Executive, June 2006: [Feature interview] "Back From the Brink"
• TheStreet.com, June 1, 2006: "CA Cut on Earnings Delay"
• Newsday, June 2, 2006: "CA cuts workers' extra 401(k) pay"
• Newsday, June 5, 2006: "Challenge at CA: End the turmoil"
• Reuters, June 5, 2006: "CA removes sales chief from his post"
• The Wall Street Journal, June 5, 2006: "Top CA Sales Executive Is Leaving"
• Newsday, June 6, 2006: "Another CA exec departs in shuffle | An ex-IBM officer brought in to turn around sales is leaving amid commissions controversy"
• The Wall Street Journal, June 6, 2006: "CA Global Sales Chief Becomes
  The Latest Executive to Depart | Company Has No Plans To Fill Corgan's Position; Commissions Issue Simmers"
• The Wall Street Journal, June 8, 2006: "Behind CA's Woes: Holes in Internal Controls"
• Newsday, June 9, 2006: "CA to launch major ad blitz | Worldwide 'branding program' aims to deflect bad press, but critics say the campaign's rhetoric seems baseless"
• Associated Press, June 9, 2006: "SEC Not Compelled to Enforce 'Clawback'"
• Dow Jones Newswires, June 9, 2006: "CA Inc Grants 45,375 Restricted Shares To Chief Exec"
• The New York Times, June 11, 2006: "Finally, Shareholders Start Acting Like Owners"
• Dow Jones Newswires, June 13, 2006: "CA Requests Delay For Filing Results Till June 29"
• Newsday, June 15, 2006: "CA asking SEC for extension | Software company needs more time to ready financial statements for its annual report; chief tech officer expected to be named soon"
• Newsday, June 22, 2006: "Ex-CA exec guilty in hush-money plot"
• The Wall Street Journal, June 22, 2006: "CA Ex-Vice President's Guilty Plea Is Latest in Fraud-Probe Fallout"
• The New York Times, June 25, 2006: "Soviet-Style Proxies, Made in the U.S.A."
• Newsday, June 27, 2006: "CA gets SEC support"
• Dow Jones Newswires, June 27, 2006: "CA Inc. To Add Proposal Bounced By Courts To July Proxy"
• Newsday, June 27, 2006 (web site): "CA seeking money from disgraced ex-executives"
• TheStreet.com, June 29, 2006: "CA Hits Targets, Delays 10-K"
• Global Proxy Watch, June 30, 2006: "Shield"
• Newsday, June 30, 2006: "More problems with CA's figures | On top of accounting woes already revealed, it reports stock-option irregularities, revenue understatement"
• Newsday, July 1, 2006: "CA stock falls on new woes"
• TheStreet.com, July 7, 2006: "TechWeek: Mercury Played by Own Rules"
• Newsday, July 29, 2006: "CA picks a new CFO | A health-care exec joins the company as it battles to regain its financial footing after slew of problems"
• The Wall Street Journal, August 1, 2006: "CA Restates Results, Posts Quarterly Net Loss"
• Newsday, August 1, 2006: "CA explains its errors in report | LI software giant lists mistakes in latest financial statement, separately says board member to depart"
• Newsday, August 9, 2006: "CA needs 2nd extension | Islandia software giant asks SEC for five extra days to report results for first quarter due to internal review"
• Newsday, August 22, 2006: "CA breakfast is toast | Company trimming costs by taking away free meal at offices worldwide even as CEO’s perks detailed"
• TheStreet.com, September 6, 2006: "Watchdog Group Opposes CA Director D'Amato"
• Newsday, September 8, 2006: "CA turnover continues"
• Newsday, September 15, 2006: "CA, investors gear up to meet | Sagging stock prices and activists urging shareholders to withhold votes for board members promise a lively Monday session"
• Dow Jones Newswires, June 27, 2006: "CA Board Faces Test At Shareholder Meeting Monday"
• New York Post, September 16, 2006: "CA Hits Pothole | Proxies Want Ex-Sen. D'Amato Kicked Off Board"
• The Wall Street Journal, September 16, 2006: "D'Amato, Others Under Fire at CA"
• Financial Times, September 18, 2006: "Accounting lapses anger CA investors"
• Newsday, September 19, 2006: "CA wants funds from ex-execs | Recovery of millions among software company's goals as shareholders re-elect 11 directors, including embattled D'Amato"
• New York Post, September 19, 2006: "Angry CA Vote - D'Amato May Lose Board Seat"
• New York Times/Reuters, September 19, 2006: "Software Chief Sees a Recovery of Some Losses From Scandal"
• Investment Dealers Digest, October 6, 2006: "The Trouble With Lewie: The iconic former Salomon Brothers trader finds himself targeted by shareholder advocates"
• TheStreet.com, October 16, 2006: "CA Adopts Poison Pill Plan"
• Newsday, October 24, 2006: "Kumar seeks to blunt blame for CA scandal"
• The Wall Street Journal, October 28, 2006: "Corporate Crime | Sanjay Kumar Awaits His Sentence"
• Newsday, October 30, 2006: "Wang watches CA from afar"
• Newsday, November 3, 2006: "Business shadowed by ills"
• The Wall Street Journal, October 28, 2006: "Former CA Chief Is Sentenced To 12-Year Prison Term, Fined"
• Bloomberg, November 14, 2006: "CA Stake Sold by Whitworth's Relational Investors"
• TheStreet.com, November 14, 2006: "CA Shareholder Unwinds Stake"
• Fortune, November 16, 2006 (November 27, 2006 print issue): "CA: America's most dysfunctional company"
• The Wall Street Journal, November 17, 2006: "CA Sues Ex-CEO To Recoup Legal Fee"
• Newsday, November 23, 2006: "As employee costs rise, CA buys helicopter"
• Bloomberg, January 17, 2007: "CA Inc.'s Shareholders Say Ex-Chief Should Pay Software Maker"
• The Deal, January 26, 2007: "The question of CA"
• Newsday, January 30, 2007: "CA begins rebranding as rumors swirl"
• Newsday, February 20, 2007: "CA dissident to get settlement data"
• Bloomberg, February 20, 2007: "Wyly Wins Rights to CA Settlement Documents From 3 Law Firms"
• Newsday, February 25, 2007: "Ethics commission will review Kenny's role on board" and "How lucrative relationship developed | College president who also served as a director of CA defends dual roles and denies any conflict of interest"
• Newsday, March 12, 2007: "Poker expert folds chunk of CA shares"
• The New York Times, April 13, 2007: "Ex-Executive Agrees to Pay $800 Million in Restitution"
• Newsday, April 14, 2007: "Blaming the boss | Committee report claims co-founder of Computer Associates directed $2.2-billion accounting fraud"
• The New York Times, April 14, 2007: "CA Says Its Founder Aided Fraud"
• The Wall Street Journal, April 14, 2007: "Directors' Probe Ties CA Founder To Massive Fraud | Report Suggests Suing Wang for $500 Million; Evidence of Backdating"
• Newsday, April 15, 2007: "Culture shock at CA | After an internal report shreds company co-founder Wang, a knock-down, drag-out battle appears to be on the horizon"
• The Sunday Times (London), April 15, 2007: "For Hire"
• Newsday, April 17, 2007: "Q&A | Banker: Jury still out on CA's future"
• Kiplinger, May 1, 2007: "Can Tainted Stocks Make Good Investments?"
• Newsday, May 22, 2007: "Criminal case against CA ends"
• Newsday, June 14, 2007: "CA chairman steps down"
• Newsday, July 18, 2007: "Top CA Inc. execs take home more than $23 million"
• Newsday, July 27, 2007: "Dissident Wyly seeks to keep heat on CA board"
• Newsday, August 8, 2007: "Judge's ruling a setback for CA shareholder Wyly"
• Newsday, August 9, 2007: "CA shareholders advised to vote against D'Amato"
• Newsday, August 13, 2007: "Firm opposes D'Amato re-election to CA board"
• Newsday, August 21, 2007: "CA files request to ensure suit against founder"
• Newsday, August 23, 2007: "D'Amato, 11 others re-elected at CA"
• Newsday, October 4, 2007: "Sam Wyly makes new accusations against CA board"
• Newsday, October 10, 2007: "Judge denies CA's request to pursue Wang's fortune"
• Newsday, November 27, 2007: "Suit: Lawyers cut deal on CA claims to grab fat fees"
• Wall Street Journal, November 27, 2007: "Sam Wyly Sues Milberg Weiss Over CA Class Action"
• Newsday, December 20, 2007: "Some CA shareholders ordered to return payments"
• Wall Street Journal, December 20, 2007: "Computer Associates Investors Received Too Much. Doh!"
• May 20, 2008 Wall Street Journal: "Internal Franklin Probe Finds Accounting Errors" (see also revised May 21, 2008: "New Setback for Ranieri")
• May 20, 2008 CFO Magazine: "Bank Job at Troubled Franklin Goes to Ranieri"
• May 27, 2008 Columbia Journalism Review, Debits & Credits: "Ranieri’s CA record: down the memory hole"
• July 18, 2008 Wall Street Journal: "Delaware Court Rules for CA in Suit"
• September 3, 2008 Newsday: "Former CA chief accuses D'Amato, Ranieri of cover-up"
• September 3, 2008 AmLaw Daily: "Convicted Computer Associates CEO Slings Dirt at Former Colleagues, Lawyers"
• September 3, 2008 CFO Magazine: "Jailed CA Ex-Chief Kumar Points at Others"
• September 4, 2008 Bloomberg: "CA Founder Wang `Personally Directed' Fraud, Ex-Chief Says"
• September 4, 2008 Wall Street Journal: "Jailed Ex-CEO Kumar Implicates Others in Cover-Up"
• September 10, 2008 Newsday: "10 keep positions on CA's board"
• December 10, 2008 Globes [online]: "CA probes irregularities at Israel branch"
• December 2008 American Institute of Philanthropy, Charity Rating Guide & Watchdog Report: "A Wink and a Smile Train"
• September 2, 2009 Bloomberg: "CA Drops 7.6% After Saying Chief Swainson to Retire"
• September 2, 2009 Newsday: "Swainson has $14M reasons to exit smiling"
• November 2, 2009 Newsday (as published by TCMnews): James Bernstein column: CA to continue its court fight
• November 17, 2009 Newsday: "CA takeover protection"

Professional Analyses:

• Glass Lewis & Co., August 18, 2004 (revised August 19, 2004): "Proxy Paper" on Computer Associates International, Inc., for August 25, 2004 Annual Meeting

• Fitch Ratings, November 15, 2004 press release: "Fitch Initiates Coverage of Computer Associates at 'BBB-'; Outlook Stable"
• Moody's Investors Service, November 15, 2004 press release: "Moody's Assigns Ba1 to Computer Associates' Proposed $750 Million Senior Unsecured Notes; Outlook Stable"
• Moody's Investors Service, December 28, 2004 press release: "Moody's Assigned Computer Associates International a Speculative Grade Liquidity Rating of SGL-1"
• Standard & Poor's, May 27, 2005 press release: "Computer Associates International Inc. Outlook Revised To Negative; Ratings Affirmed"
• Moody's Investors Service, June 1, 2006 press release: "Moody's Revises CA, Inc.'s Outlook to Negative from Positive"
• Fitch Ratings, June 8, 2006 press release: "Fitch Revises Outlook on CA, Inc. to Negative"
• Standard & Poor's, July 5, 2006: "CA Inc. Placed on CreditWatch Negative; Ratings Lowered To 'BB'"
• Moody's Investors Service, August 3, 2006: "Moody's Confirms CA's Ratings at Ba1; Outlook Is Negative"
• PROXY Governance, September 6, 2006: Report of voting recommendations for CA annual meeting, September 6, 2006
• Glass Lewis & Co., September 7, 2006: "Proxy Paper" on CA, Inc. for September 18, 2006 Annual Meeting
• Institutional Shareholder Services (ISS), September 10, 2006: Report of voting recommendations for CA annual meeting, September 6, 2006
• PROXY Governance, August 7, 2007: Report of voting recommendations for CA annual meeting, August 22, 2007
• Glass Lewis & Co., August 10, 2007: "Proxy Paper" on CA, Inc. for August 22, 2007 Annual Meeting
• Mergermarket, December 18, 2007: "CA could tap cash for targeted buys, execs say; reformed company attracts bidder, source says"

Research:

• Corporate

  • By-Laws of Computer Associates International, Inc.

   

• Court Records

  • October 28, 2009 letter  from Sullivan & Cromwell as counsel for CA, Inc. and the Special Litigation Committee of CA's Board of Directors to renew motion for realignment in Computer Associates International, Inc., Derivative Litigation, 04 Civ. 2697 in the United States District Court of the Eastern District of New York, with attached July 23, 2009 Summary Order of the United States Court of Appeals for the Second Circuit  (16 pages, 1,239 KB, in PDF format)

  • Deferred Prosecution Agreement and referenced Exhibit B "Information" in United States of America v. Computer Associates International, Inc., Cr. No. 04-837 (ILG), September 22, 2004

  • September 5, 2008 Docket Report: USA v. Computer Associates International, Inc., Criminal Case No. 1:04-cr-00837-ILG, U.S. District Court, Eastern District of New York
     

• General

  • U.S. Department of Justice, January 20, 2003 Memorandum: "Principles of Federal Prosecution of Business Organizations"

  • Statement of Public Policy Relating to Corporate Payments of SEC Penalties (April 29, 2004 speech by Stephen M. Cutler, Director of the SEC Division of Enforcement)

  • The Wall Street Journal, November 12, 2004: "As Corporate Fines Grow, SEC Debates How Much Good They Do"
  • Corporate Crime Reporter, November 28, 2005: "Interview with David Pitofsky [former Assistant US Attorney responsible for Computer Associates cases]"
  • Robert J. Giuffra, Jr., of Sullivan & Cromwell LLP, posting in The Harvard Corporate Governance Blog, December 13, 2008: "The Financial Crisis and the Business Judgment Rule"