In House Counsel

Ex-GC Accused of Backdating

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The Securities and Exchange Commission has filed civil fraud charges claiming the former general counsel of a California-based software maker participated in stock-options backdating.

The SEC claims former general counsel Susan Skaer of Mercury Interactive LLC participated in backdating and improper accounting and helped falsify approval of some grants by the board of directors, according to the Recorder.

Also named in the civil complaint were three other senior executives and the company itself, according to a press release. Mercury Interactive, now owned by Hewlett-Packard Co., will pay $28 million to settle the matter without admitting or denying the charges.

The SEC claims Skaer and others personally benefited by backdating, which changes the date of options grants to make them more lucrative.

The SEC action signals it will pursue companies as well as individuals for backdating offenses, according to the Wall Street Journal (sub. req.).

Skaer’s attorney, Melinda Haag, told the Wall Street Journal, “Susan had no responsibility for accounting at Mercury and had no idea that the company operated in violation of any accounting rules.”

Yesterday, sources indicated Brocade Communications will pay $7 million to settle backdating charges. It was the first disclosed settlement of backdating allegations.

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