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Hewlett-Packard's Ray Lane remains under fire

CHARLESTON, W.Va. -- Stockholders have become increasingly concerned about a series of failed deals and blunders by Palo Alto, Calif.-based Hewlett-Packard, including its $11 billion purchase of Autonomy Corp., a British software company. Hewlett-Packard suffered more than $8 billion in losses from that deal.The CtW Investment Group, part of the labor coalition Change to Win, has led recent criticisms of company leaders and Ernst & Young, its accounting firm.Ray Lane, Hewlett-Packard's chairman, graduated from West Virginia University and currently sits on WVU's Board of Governors. Lane has been the focus of widespread criticism.Appointed to the WVU board in 2008, Lane is also a former president of Oracle, a computer software and Internet giant.John Hammergren and G. Kennedy Thompson  -- members of the HP Board of Directors since 2005 and 2006, respectively  -- are also under heavy criticism from company shareholders. Thompson chairs HP's audit committee.Pension funds operated by Change to Win own about 7.8 million shares of HP stock, which is about 6.9 percent of the company's stock, according to the CtW Investment Group.Change to Win has 5.5 million members who belong to the United Food and Commercial Workers, International Brotherhood of Teamsters, Service Employees International Union and United Farm Workers of America.William Patterson, executive director of the CtW Investment Group, previously said H-P shareholders suffered from the company's "disastrous deal making, lack of accountability and flawed oversight."Michael Pryce-Jones, senior researcher for the CtW Investment Group, said they participated in a meeting last Monday that included Lane, three other HP board members and about 20 of the company's leading investors.The California State Teachers' Retirement System, an investor that owns about 5.8 million HP shares, also participated in Monday's meeting, as did the comptroller of New York City and Colorado's Public Employees Retirement Association. "We had a very extensive discussion with Ray Lane and a number of other directors. One thing that was uncovered to us is that this company is deeply challenged."They appointed Meg and asked Lane to help mentor her. [Meg Whitman recently became HP's fourth chief executive officer in the past three years.] Targeting Lane would only further trouble the company," Pryce-Jones said during a telephone interview with the Gazette on Friday."Going forward, we will continue watching Lane. But we are focused on getting the right supporting force around the leaders, who so clearly failed shareholders for so long."Pryce-Jones said, "There are concerns about Lane and his role in the disastrous Autonomy deal. He later realized there was accounting fraud and wrote off $8 billion to $9 billion of the deal. We are trying to be pragmatic about it."At the end of the day, it is hard to give unqualified endorsements to any of these board members."
Pryce-Jones said the CtW Investment Group is now focusing on HP's annual shareholder meeting, scheduled for March 20.He hopes shareholders vote for the removal of Hammergren and Thompson, as well as the replacement of Ernst & Young.Pryce-Jones praised Ralph V. Whitworth, an HP director who was previously a director of several other companies, including: Genzyme Corp., Sovereign Bancorp Inc. and Sprint Nextel Corp."Whitworth has a good record of working for shareholders. I think we will strengthen his hand and give him a clear mandate."He was the only member of the HP board who did not approve of the Autonomy deal, which should have raised red flags, since there were already questions about Autonomy's own accounting."Pryce-Jones said he was optimistic a majority of shareholders will oppose keeping Hammergren and Thompson on HP's board.
"It always remains the company's prerogative to reappoint them. But we would want the company to support the majority vote [of shareholders]. These directors made a number of missteps."Thompson was the CEO at Wachovia [a Charlotte, N.C.-based bank-holding company on the verge of collapse in 2008]. He effectively was ousted just before Wachovia was driven into the hands of Wells Fargo."Pryce-Jones predicted other investors will express critical views during the March 20 annual meeting."It is not inconceivable that other investors will go beyond what we are recommending and go beyond what we are asking. Shareholders we have talked to are livid about what happened."Some of those other investors, Pryce-Jones said, could potentially ask Lane to resign as well. Today, Lane is also a managing partner at Kleiner Perkins Caufield & Byers -- a venture capital firm based in Menlo Park, Calif., that was an early investor in Google and Netscape.Reach Paul J. Nyden at or 304-348-5164.   
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