Ex-GC Argues Memo Shows Wilson Sonsini Backdating Knowledge
The former general counsel for KLA-Tencor Corp. argues that a memo she wrote to a name partner at Wilson Sonsini Goodrich & Rosati shows the law firm either approved or did not object to backdated stock options grants.
Lawyers for Lisa Berry say the memo shows she wasn’t aware of any wrongdoing and that the Securities and Exchange Commission case against her should be dismissed, the Recorder (sub. req.) reports. “If Ms. Berry were engaged in a securities fraud scheme, she would not have alerted the company’s outside lawyers to the purported plot,” her lawyers say in the motion to dismiss.
The memo to name partner Larry Sonsini (PDF posted by Law.com) refers to a meeting at which KLA board members discussed options dating that would not result in a charge to the company’s earnings.
Government lawyers have a different view of the memo, according to the story. They say Berry’s theory that she received backdating approval is “far-fetched” and that her memo actually shows she understood the accounting implications of backdating.
Berry has been charged with securities fraud along with former KLA CEO Kenneth Schroeder. An SEC press release claims Berry’s misconduct at KLA and another company caused them to conceal hundreds of millions of dollars in stock-option compensation expenses.
