NYSE-Grasso Case May Be Delayed

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The New York Sun

The legal showdown between the New York Stock Exchange and Richard Grasso, its former chairman, may not begin until after New York Attorney General Eliot Spitzer is out of office.


A lawyer for the NYSE asked New York State Supreme Court Judge Charles Ramos to delay the trial until January because of a conflict with another case. Judge Ramos, at a hearing yesterday, said he wanted an earlier start.


“This case has got to get finished,” said the judge, who asked the lawyers to come to an agreement on a date and set a cutoff for depositions for the end of April. “We will be ready for trial sometime in the fall and I’m liking early September.”


Mr. Spitzer, on behalf of the NYSE, filed a lawsuit claiming Mr. Grasso’s $190 million in compensation over eight years violated a New York law governing not-for-profit organizations because it was “unreasonable.” His term ends December 31.


The exchange’s request would also put the court date past the end of Mr. Spitzer’s run for governor of New York state. He is seeking the Democratic nomination. Billionaire Kenneth Langone, a former head of the NYSE’s compensation committee and Mr. Grasso’s co-defendant, is backing challenger Thomas Suozzi.


Mr. Grasso, 59, was ousted from the exchange in September 2003 following an uproar over the compensation. Mr. Spitzer, 46, alleged in the suit that Mr. Langone misled the NYSE board about the former chairman’s pay.


Robert Michels, a lawyer at Winston & Strawn LLP in New York representing the NYSE, asked Judge Ramos for the January start. Mr. Michels said he and a colleague, Daniel Webb, are representing Cisco Systems Incorporated in a securities fraud trial that starts in October in California.


Mr. Webb prepared a 129-page report in 2004 that was the basis for Mr. Spitzer’s suit. It concluded Mr. Grasso was overpaid by about $150 million and that many directors misunderstood the terms of his pay.


Gerson Zweifach, a lawyer at Williams & Connolly LLP, representing Mr. Grasso, argued the delay, for what could be a two-month long trial, is unnecessary. Gary Naftalis, a lawyer representing Mr. Langone at Kramer Levin Naftalis & Frankel LLP, said it could be scheduled as early as June. The lawyers will confer over the next two days to reach an agreement on a date.


Depositions of more than 10 former NYSE directors were planned during the 45-minute hearing today. The judge ordered for Mr. Grasso to be deposed on March 6, Mr. Langone on March 20, followed by Carl McCall, the former New York comptroller and chair of the NYSE’s compensation committee in 2003.


Former U.S. Secretary of State Madeleine Albright, who stepped down from the board of the NYSE last year, and former Clinton White House Chief of Staff Leon Panetta, will be deposed this month. Other past directors including Maurice Greenberg, the former chief executive officer of American International Group Incorporated, and Merrill Lynch & Company Chairman Stan O’Neal will be scheduled for April.


“At this point, fellows, I am willing to use my powers to compel witnesses to appear,” said Judge Ramos. “Everyone is going to stick to these schedules.”


Judge Ramos also set a hearing for June on a motion to dismiss all the claims against Mr. Langone. He has yet to rule on an earlier motion filed by Mr. Grasso, seeking to throw out four of the six claims in the Spitzer suit, filed in May 2004.


The case has forced the NYSE to produce about 1 million pages of internal memos and minutes of board meetings from 1995 to 2003, and called for depositions from most of the 38 Big Board directors during that period.


Mr. Zweifach said today he will call for Mr. Spitzer to testify as well, to address claims that the attorney general’s office put improper pressure on witnesses to admit wrongdoing. New York Assistant Attorney General Avi Schick dismissed the request as a “publicity stunt.”


“It’s not going to happen,” he said outside of the courtroom. “There’s no precedent for that.”


Mr. Langone, 70 and co-founder of Home Depot Incorporated, challenged Mr. Spitzer in December to personally argue Mr. Grasso’s case in court. If the trial is moved to January, Mr. Spitzer won’t get the chance.


The New York Sun

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