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Intel Corp. recently agreed to implement a series of corporate governance reforms designed to minimize opportunities for the types of anticompetitive behavior that spawned private litigation, regulatory actions and large fines against the company. Berman DeValerio acted as co-lead counsel in a derivative lawsuit brought on behalf of institutional and individual investors. The agreement, approved by U.S. District Court Judge Joseph J. Farnan, Jr., in Delaware on July 20, 2010, came two weeks before the U.S. Federal Trade Commission negotiated a settlement with the computer chipmaker over allegations of anticompetitive practices. Last year, Intel paid $1.25 billion to Advanced Micro Devices to settle antitrust charges that it tried to shut its rival out of computer markets. That payment came on the heels of a $1.45 billion fine by the European Commission for monopolistic practices. The company has also been sued by the New York State Attorney General for antitrust violations in an action that is still pending. In the shareholder derivative suit, plaintiffs alleged that the company's directors breached their fiduciary duties to the Company by allowing Intel to engage in anticompetitive behavior for over a decade. The settlement agreement provides a substantial benefit to the Company in the form of more than 40 distinct corporate governance measures designed to help Intel detect and prevent potential or actual violations of domestic or global competition law and Company policy. Among many other things, the Settlement requires that (1) antitrust compliance is overseen by a strong and impartial "Compliance Committee" consisting of three independent directors and (2) Intel will, in all material aspects, comply with the provisions of the United States Federal Sentencing Guidelines that deal with corporate compliance and ethics. "Intel is the largest chip maker in the world, and they have been accused of using this status to stifle their competition and to unfairly pressure customers into doing business with them. This settlement establishes protocols and procedures that we believe will provide Intel with first class governance reforms and oversight which will strengthen the company today and beyond and allow it to avoid future accusations of anti-trust wrongdoing," said Jeffrey C. Block, a Berman DeValerio partner who oversaw the case. |