MRVL » Topics » Remediation of Fiscal 2007 Deficiencies

These excerpts taken from the MRVL 10-K filed Mar 28, 2008.

Remediation of Fiscal 2007 Deficiencies

        As previously disclosed in our Annual Report on Form 10-K for fiscal 2007 we had a material weakness in our control environment and a material weakness in our controls over stock-based compensation expense. As of February 2, 2008, we have remediated the material weakness in our controls over stock-based compensation expense. As noted above in Management's Report on Internal Control Over Financial Reporting, the control environment material weakness continues to exist, however, we have remediated the deficiency with respect to certain individuals involved in the stock option process that said they did not feel able to provide frank advice to senior management regarding controls over processing, recording and reporting of stock option transactions. The following corrective actions were implemented throughout fiscal 2008, in addition to the various measures previously disclosed in our Annual Report on Form 10-K for fiscal 2007, relating to both the control environment and stock-based compensation expense material weaknesses:

    Certain management personnel involved in the processing, recording and reporting of stock option transactions have either been terminated or reassigned to other positions in the Company that have no role in the equity award grant process.

    During fiscal year 2008 we hired a new Vice President of Human Resources whose responsibilities include providing oversight of the equity award grant process and implementing directives of the Executive Compensation Committee with respect thereto.

    During fiscal year 2008, a number of our senior management personnel completed training programs as planned for fiscal year 2008 to ensure better governance of the company and a more open environment.

    The Executive Compensation Committee and Board adopted and enforced an equity award grant policy during fiscal year 2008.

    All equity awards granted during fiscal year 2008 were memorialized in minutes of the Executive Compensation Committee.

    The Company significantly enhanced its controls over stock-based compensation expense, including enhancements to improve the rigor of our review process.

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    During the fourth quarter of fiscal year 2008, we hired an interim Chief Financial Officer and an interim General Counsel. To date, we have increased the number of independent members of our Board by one compared to fiscal year 2007.

Remediation of Fiscal 2007 Deficiencies



        As previously disclosed in our Annual Report on Form 10-K for fiscal 2007 we had a material weakness in our control environment and a material
weakness in our controls over stock-based compensation expense. As of February 2, 2008, we have remediated the material weakness in our controls over stock-based compensation expense. As noted
above in Management's Report on Internal Control Over Financial Reporting, the control environment material weakness continues to exist, however, we have remediated the deficiency with respect to
certain individuals involved in the stock option process that said they did not feel able to provide frank advice to senior management regarding controls over processing, recording and reporting of
stock option transactions. The following corrective actions were implemented throughout fiscal 2008, in addition to the various measures previously disclosed in our Annual Report on
Form 10-K for fiscal 2007, relating to both the control environment and stock-based compensation expense material weaknesses:





    Certain
    management personnel involved in the processing, recording and reporting of stock option transactions have either been terminated or reassigned to other positions in
    the Company that have no role in the equity award grant process.


    During
    fiscal year 2008 we hired a new Vice President of Human Resources whose responsibilities include providing oversight of the equity award grant process and
    implementing directives of the Executive Compensation Committee with respect thereto.


    During
    fiscal year 2008, a number of our senior management personnel completed training programs as planned for fiscal year 2008 to ensure better governance of the company
    and a more open environment.


    The
    Executive Compensation Committee and Board adopted and enforced an equity award grant policy during fiscal year 2008.


    All
    equity awards granted during fiscal year 2008 were memorialized in minutes of the Executive Compensation Committee.


    The
    Company significantly enhanced its controls over stock-based compensation expense, including enhancements to improve the rigor of our review process.


133












    During
    the fourth quarter of fiscal year 2008, we hired an interim Chief Financial Officer and an interim General Counsel. To date, we have increased the number of
    independent members of our Board by one compared to fiscal year 2007.



EXCERPTS ON THIS PAGE:

10-K (2 sections)
Mar 28, 2008
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