CA Hit with Retirement Plan Lawsuit

December 4, 2002 ( - Computer Associates International executives breached their ERISA fiduciary duties by loading the Computer Associates retirement plan with company stock, according to a new lawsuit.

The suit, filed in US District Court in Central Islip, New York, seeks to recover unspecified “retirement account losses” over the past 4 1/2 years, when more than 6,000 employees contributed, according to a Newsday news report.

Between March 2000 and March 2002, the value of CA stock in the CA Savings Harvest Plan fell from $309 million to $158 million, according to SEC filings. During that time, the plan’s primary investment was CA stock, according to the suit.

In the suit, former employee Dana King alleges the company, its executives and 15 current and former directors “caus(ed) the imprudent acquisition of company stock for the plan and its participants at inflated per-share prices.”

In addition to plan administrators and directors, the suit names former and current chief financial officers Peter Schwartz and Ira Zar, respectively, in charging they “knew or should have known the books and records and the financial statements of CA materially misstated [CA’s] financial condition,” Newsday said.

The suit repeats claims of accounting irregularities broached in other shareholder suits against the company – claims that are being investigated by the US Department of Justice and the US Securities and Exchange Commission (SEC).

According to Newsday, King, who worked for CA from August 1997 to February 2000, remains an investor in the Savings Harvest Plan.

The filing comes as new documents in a separate suit against CA’s board of directors point to alleged conflicts of interest among several board members, the Newsday story reported.

That suit and the new documents, filed in the Delaware Court of Chancery, alleges that “because of longstanding business, philanthropic, personal and social relationships … CA’s other directors are beholden to [chairman emeritus Charles] Wang and otherwise lack the independence necessary to make an objective determination of whether to institute a lawsuit against Wang and his confederates.”