This excerpt taken from the MRVL 8-K filed May 8, 2007.
On April 26, 2007, the Board of Directors formed an Implementation Committee, consisting of independent members of the Board, and authorized it to make such decisions and take such action as the Implementation Committee determines to be appropriate in light of the Special Committees findings and recommendations. The Implementation Committee has taken or is in the process of implementing each recommendation of the Special Committee except with respect to Ms. Dai, which it did not accept in full. The Implementation Committee determined that retaining the services of Ms. Dai as Director of Strategic Marketing and Business Development, a non-management role which involves no responsibility for financial matters or internal controls of the Company, better serves the interests of all shareholders. Other actions taken or initiated by the Implementation Committee include the following:
· Conduct a search for a new Chief Operating Officer, Chief Financial Officer and General Counsel.
· Further improve controls regarding memorialization of board action and documentation of equity awards.
· Develop an equity award granting process to provide a more regular schedule for when grants are made. This process will build on the improvements which already have been made to the processes previously in place by the Company and its Board.
· Require that all equity awards be made only by the board or by the Executive Compensation Committee, which is comprised of independent directors. This change already had been made but now is formalized.
· Implement cross-functional training for persons involved in the equity award process and accounting, and a financial, legal and management educational program for senior management.
· Create the position of Vice President of Compliance, who will report directly to the Audit Committee of the Board of Directors.