Fiorina Memoir Details H-P Board Conflicts Preceding Her Ouster
Carly Fiorina's new memoir traces her ouster at Hewlett-Packard Co. to veteran technologists on its board, including two of the same names associated with the recent fall of former H-P Chairman Patricia Dunn following the company's leak-investigation scandal.
The book, "Tough Choices," which breaks Ms. Fiorina's long silence since her firing as H-P's chief executive in February 2005, describes her concerns about leaks from within the company during her tenure, starting with H-P's purchase of Compaq Computer Corp., completed in 2002. Ms. Fiorina played no direct role in the most recent leak investigations at H-P in 2005 and 2006, in which private phone records of directors, reporters and employees were obtained, and doesn't mention the incidents in her book.
WALL STREET JOURNAL VIDEO
WSJ's Alan Murray comments on former CEO Carly Fiorina's book "Tough Choices" and the origins of the ongoing scandal.Ms. Fiorina, who joined H-P in 1999, describes conflicts with Tom Perkins, George "Jay" Keyworth and Dick Hackborn, board members with longtime ties to H-P who loved to talk about technology. When they strayed into other areas, they were disruptive, she writes, "and they didn't know what they didn't know."
Just how disruptive things would get would become apparent in early 2005, Ms. Fiorina says in her book, which is scheduled to arrive in most bookstores next week. After a stumble in financial results for its 2004 fiscal third quarter, the former CEO contends that H-P was poised for an upturn.
But two days before a January 2005 meeting of the H-P board, Mr. Keyworth, Mr. Hackborn and Ms. Dunn -- then a director only -- expressed concern about the company's stock price and gave Ms. Fiorina a precise prescription for how to reorganize the company. "From my perspective, their suggestions came out of left field and were half-baked," she says.
In her memoir former Hewlett-Packard Chief Executive Carly Fiorina describes the people and events surrounding her ouster in 2005.
Heated discussions followed. She opposed the suggestion that Mr. Perkins, a well-known Silicon Valley venture capitalist who had left in 2004 after reaching a mandatory retirement age for directors, should return on the board. He attended the January meeting as an observer but started making waves, voicing "very strong opinions about everything from personnel to acquisitions," she writes.
Days after the meeting, Ms. Fiorina writes, she was outraged when she learned The Wall Street Journal was preparing an article that would focus on a possible reorganization. "It is hard to convey how violated I felt," she writes, deducing that the article came from leaks from the board.
She convened a Saturday morning meeting with directors via a conference call, but no one admitted to talking to the press. The board requested that Larry Sonsini, H-P's longtime outside attorney, interview board members -- not just about the leak, but to provide their assessment of the board. She says she didn't intend to ask leakers to resign.
"I thought this would be a useful wake-up call to several board members who were not as smart as they thought they were," Ms. Fiorina writes. "It turns out I wasn't as smart as I needed to be. Somehow, at some point, during the next two weeks, certain board members would decide to fire me."
The firing came in Chicago the next month, Ms. Fiorina writes. Surprisingly, Ms. Dunn -- not then the head of any committee -- led the fateful board meeting.
After providing directors a statement about her performance, Ms. Fiorina was asked to leave; when she returned three hours later, only Ms. Dunn and another director remained in the conference room to tell her she was fired. "I expected the board to look me in the eye and tell me why," she writes.
They didn't have the courage, Ms. Fiorina writes, saying she declined Ms. Dunn's suggestion the departure be characterized as Ms. Fiorina's own decision.
Ms. Dunn couldn't be reached for comment, nor could Mr. Hackborn. A spokesman for Mr. Perkins declined to comment, as did Mr. Keyworth's attorney. Ms. Fiorina, who received a $21 million severance package, was succeeded as CEO by Mark Hurd in March 2005. Ms. Dunn, who became chairman, recently resigned after disclosures about her role in leak investigations that used a controversial tactic, called pretexting, to obtain private phone records. Mr. Perkins complained about the tactics to state and federal authorities.
费奥瑞娜自传揭秘离职内幕
从卡丽?费奥瑞娜(Carly Fiorina)最近出版的自传中可以看出，和董事会中的技术派资深成员的冲突是她被迫离开惠普公司(Hewlett-Packard Co.)的根源。其中两位董事还与不久前导致董事长帕特里夏?邓恩(Patricia Dunn)下台的“电话门”丑闻有关。
这本名为《艰难抉择》(Tough Choices)的自传的出版标志着费奥瑞娜打破了自2005年2月被解除惠普首席执行长职务以来一直保持的缄默。在这本书中，她对发生在她执掌惠普期间的电话门丑闻事件表示了关注。近期的调查发现，2005年和2006年的“电话门”丑闻事件与费奥瑞娜没有直接关系。在这起丑闻案中，惠普董事、记者和员工的私人电话记录遭到窃取。费奥瑞娜在这本自传中也没有提到“电话门”丑闻事件。费奥瑞娜的这本自传将于下周出现在全美大部分书店的货架上。
1999年加盟惠普的费奥瑞娜讲述了她与汤姆?帕金斯(Tom Perkins)、乔治?肯沃斯(George "Jay" Keyworth)和迪克?哈克伯恩(Dick Hackborn)三位董事发生的冲突。这三个人都是惠普的资深人士，也一直是技术的鼓吹者。费奥瑞娜写到，但在技术以外的领域，这三个人简直就是“成事不足败事有余”，但问题是他们并没有意识到自己在其他领域的无知。
费奥瑞娜在书中称，从2005年年初发生的事情中就可以看出这几位董事所起到的消极作用。
在2004年第三财政季度业绩大幅下滑之后，费奥瑞娜认为惠普的业绩即将出现起色。但就在2005年1月的董事会即将召开的前2天，肯沃斯、哈克伯恩和邓恩（当时还只是一名董事）对惠普股价的下滑表示担忧，并向费奥瑞娜提出了改组企业的具体建议。费奥瑞娜说，在她看来，这些建议既没有经过深思熟虑，也没有切中问题要害。
随后，费奥瑞娜与他们发生了激烈的争论。她反对让在2004年因达到强制退休年龄而隐退的帕金斯重返董事会。但帕金斯以观察员的身份列席了1月份的那次会议，并在人事、收购等各种问题上指手画脚。
费奥瑞娜写到，这次会议过后没几天，她获悉《华尔街日报》(The Wall Street Journal)准备刊载一篇关于惠普可能进行重组的文章，这让她感到愤怒不已。她写到，她当时的满腔怒火难以言表。她那时就推断肯定是董事会成员向媒体走漏了消息。
费奥瑞娜在接下来的周六早上与董事召开了电话会议，但没有人承认向媒体透露了公司内幕一事。董事会要求惠普外部律师赖瑞?桑西尼(Larry Sonsini)就泄密事件以及各位董事对董事会的看法约见各位董事。费奥瑞娜说，她当时并不打算让走漏口风的董事辞职。
费奥瑞娜写到，“我认为这件事会给几位自作聪明的董事敲响警钟。但事实证明，我也并不英明。在接下来的两周里，一些董事便准备罢免我。”
在接下来一个月于芝加哥召开的董事会上，董事们便对费奥瑞娜群起而攻之。令人意想不到的是当时并没有主管任何一个委员会的邓恩主持了这个决定费奥瑞娜命运的董事会议。
在费奥瑞娜向诸位董事对自己的表现进行陈述之后，董事会要求费奥瑞娜离开会议室。当费奥瑞娜在三个小时后回到会议室的时候，却发现只有邓恩和另一位董事留在那里。他们告诉费奥瑞娜她已经被辞退了。费奥瑞娜写到，“我原本期望董事们能够当着我的面告诉我将我辞退的原因。”
费奥瑞娜写到，他们显然没有这个勇气。她说，邓恩建议在声明中把辞职说成是她自己的决定，她断然拒绝。
记者无法联系到邓恩和哈克伯恩。帕金斯的发言人和肯沃斯的律师拒绝发表评论。费奥瑞娜获得了2,100万美元的解雇补偿费，2005年3月马克?赫德(Mark Hurd)接替了她的职务。出任董事长一职的邓恩因近期曝光的“电话门”丑闻事件而引咎辞职。帕金斯向州和联邦当局披露了“电话门”事件。
Don Clark
