Harman Kardon 2011 Annual Report Download - page 40

Download and view the complete annual report

Please find page 40 of the 2011 Harman Kardon annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 128

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128

Security Act of 1974 (“ERISA”) and seeking, on behalf of all participants in and beneficiaries of the Harman
International Industries, Incorporated Retirement Savings Plan (the “Plan”), compensatory damages for losses to
the Plan as well as injunctive relief, imposition of a constructive trust, restitution, and other monetary relief. The
amended complaint alleges that from April 26, 2007 to the present, defendants failed to prudently and loyally
manage the Plan’s assets, thereby breaching their fiduciary duties in violation of ERISA by causing the Plan to
invest in our common stock notwithstanding that the stock allegedly was “no longer a prudent investment for the
Participants’ retirement savings.” The amended complaint further claims that, during the Class Period,
defendants failed to monitor the Plan fiduciaries, failed to provide the Plan fiduciaries with, and to disclose to
Plan participants, adverse facts regarding Harman and our businesses and prospects. The Russell Plaintiff also
contends that defendants breached their duties to avoid conflicts of interest and to serve the interests of
participants in and beneficiaries of the Plan with undivided loyalty. As a result of these alleged fiduciary
breaches, the amended complaint asserts that the Plan has “suffered substantial losses, resulting in the depletion
of millions of dollars of the retirement savings and anticipated retirement income of the Plan’s Participants.”
On March 24, 2008, the Court ordered, for pretrial management purposes only, the consolidation of Patrick
Russell v. Harman International Industries, Incorporated, et al. with In re Harman International Industries, Inc.
Securities Litigation.
Defendants moved to dismiss the complaint in its entirety on August 5, 2008. The Russell Plaintiff opposed
the defendants’ motion to dismiss on September 19, 2008, and defendants filed a reply in further support of their
motion to dismiss on October 20, 2008. The motion is now fully briefed. As of June 30, 2011, the case remained
open with no new developments.
Other Legal Actions
At June 30, 2011, we were involved in several other legal actions. The outcome of these legal actions cannot
be predicted with certainty; however, management, based upon advice from legal counsel, believes such actions
are either without merit or will not have a material adverse effect on our financial condition or results of
operations.
Executive Officers of the Registrant
Executive officers are elected annually by our Board of Directors and hold office at the pleasure of the
Board until the next annual election of officers or until their successors are elected and qualified. Each of our
current executive officers is identified below together with information about each officer’s age, position and
employment history for the last five years.
Name Position Age
Dinesh C. Paliwal .............. Chairman, President and Chief Executive Officer 53
Herbert K. Parker .............. Executive Vice President and Chief Financial Officer 53
Blake Augsburger ............. Executive Vice President and President—Professional Division 48
David Karch .................. Executive Vice President, Operational Excellence 50
Sachin Lawande ............... Executive Vice President, Chief Technology Officer and Co-
President—Automotive Division 44
Michael Mauser ............... Executive Vice President and Co-President—Automotive Division 48
David Slump ................. Executive Vice President and President—Consumer Audio Division 43
John Stacey .................. Executive Vice President and Chief Human Resources Officer 46
Todd A. Suko ................. Executive Vice President, General Counsel and Secretary 44
Dinesh C. Paliwal became Chairman, President and Chief Executive Officer of Harman on July 1, 2008.
Mr. Paliwal joined our Company on July 1, 2007 as President, Chief Executive Officer and Vice Chairman and
was elected a director on August 13, 2007. Prior to joining our Company, Mr. Paliwal served as President of
Global Markets and Technology of ABB Ltd from January 2006 until June 2007 and as President and CEO of
22