1. Corporate malfeasance is defined as deceptive and/or fraudulent activities carried out by corporate officers. Usually the CEO is held responsible for corporate problems, but a firm’s board is essential to preventing malfeasance and ensuring that management acts with integrity. I would describe some of Messier’s actions as corporate malfeasance. For example, Messier repurchased a significant amount of Vivendi Universal’s stock (i.e., 6.4 billion Euros from 2001-2002) to fund employee stock option grants. Because Messier was so focused on the firm’s stock, his focus was not on the firm’s financial stability nor did he make the best use of excess cash. Further, the accounting rules used were questionable, as Vivendi Universal used, and switched between, US GAAP guidelines as well as French accounting methods. Messier also allowed the firm to artificially raise its EBITDA by incorporating the firm’s subsidiaries’ profits. In addition, Vivendi Universal tripped a covenant, as it wrongfully allowed Cegetal (one of its subsidiaries) to lend money to the parent firm without the approval of some major shareholders. Finally, even as the firm lost billions of dollars each year, Messier’s salary and bonus kept going up. He even awarded himself 835,000 in stock options in 2001, while purchasing a $17.5 million penthouse in Manhattan with company funds. All these actions are consistent in that they are extremely deceptive.

2. At the beginning of his term he added value, however, as his time with the firm progressed, he continued to make poor decisions, ultimately leading to the demise of Vivendi Universal. When he first inherited the company, he made sound business decisions, focusing on the firm’s core businesses, divesting non-core businesses, and turning the firm into a media giant. However, he also managed the firm extremely aggressively, frequently participating in