Five questions with Intel's senior counsel
Irving Gomez, assistant secretary and senior counsel for securities and
corporate governance, Intel Corporation.
Irving Gomez is responsible for Intel’s corporate-level legal activities,
including securities filings with the SEC and providing advice and counsel
to the board and the corporate governance team. Last year he won the
Corporate Secretary Rising Star Award. He recently chatted with deputy
editor Aarti Maharaj about his experiences as a senior attorney at
1. How does working at Intel make you a leader in corporate governance
Intel was an early adopter of majority voting and voluntarily adopted say on
pay before it was required under the Dodd-Frank Act. The company has
developed a tradition of thought leadership on corporate governance issues,
such as adding a new CEO succession section to the proxy statement and
expanding on the risk assessment. With that in mind, working at Intel, you
have to live up to the standards set by your predecessors and our corporate
secretary, Cary Klafter. I need to be on top of all the hot topics in the
corporate governance area and send in comment letters to the SEC on topics
that we have valuable input on.
2. As the recipient of our rising star award, what would you say is the
greatest challenge for governance professionals?
Being honored by Corporate Secretary and my peer group was a true
highlight in my career – now my biggest challenge is trying to live up to
these expectations and staying relevant. I take my cue from past award
winners and I see that they are constantly trying to do better, not only for
their companies, but also for the corporate governance area in general.
3. One of your current roles includes heading up the team responsible for
writing Intel’s proxy statement. What do you do that might be different from
Not knowing specifically what other companies do, I can say there are
companies I admire and also look at because they, like us, start the proxy
process fairly early on – I start with the proxy kickoff in September or
October, yet we do not send out our proxy until the end of March or
beginning of April. In addition, the board as a whole actively sees each
draft and sends its comments.
4. Intel was one of the first companies to make an affirmative statement
regarding its conclusion relating to risk analysis. What role did you play
in implementing this company-wide program?
My role in this process is to define what we are looking for, as I am an
interpreter of regulations. We thought it prudent to explain our definition
of risk. Before the SEC broadened the scope of a company’s risk assessment,
we took a hard look at all our compensation programs throughout the company,
and implemented changes we felt were prudent.
5. Two years since the launch of your virtual annual meeting and live
online voting platform, how successful has it been?
The virtual meeting is where we attempt to replicate the live experience of
the annual meeting. Stockholders are allowed to watch the proceedings, post
questions and tender their votes. The other aspect is the stockholder forum,
where we open up the site the same day we start mailing the proxy materials.
The forum allows stockholders to ask pre-meeting questions and, since
inception, the number of questions has grown from 24 in 2009 to 170 in 2011.
Cross Border Ltd. 1995–2011.