1

IN THE UNITED STATES DISTRICT COURT

FOR THE DISTRICT OF COLORADO

Civil Action No.: 

MITCHELL PINSLY, derivatively on behalf of JANUS CAPITAL GROUP, INC.,

Plaintiff,

v.

STEVEN L. SCHEID, 

RICHARD M. WEIL, 

TIMOTHY K. ARMOUR, 

PAUL F. BALSER, 

ANDREW COX,

JEFFREY DIERMEIER, 

J. RICHARD FREDERICKS, 

DEBORAH GATZEK, 

LAWRENCE KOCHARD, 

ROBERT T. PARRY, 

JOCK PATTON, 

GLENN SCHAFER, 

GREGORY A. FROST, 

JONATHAN D. COLEMAN, 

R. GIBSON SMITH, and 

JAMES P. GOFF,

Defendants,

and

JANUS CAPITAL GROUP, INC,

Nominal Defendant.

VERIFIED SHAREHOLDER DERIVATIVE COMPLAINT AND JURY DEMAND

1. This is a verified shareholder derivative complaint on behalf of nominal defendant 

Janus Capital Group, Inc. (―Janus‖ or the ―Company‖) against Janus‘s Board of Directors (the

―Board‖) and certain of Janus‘s current and former executive officers. This action seeks to hold 

defendants liable for breach of their fiduciary duties of candor, good faith and loyalty, unjust 

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 1 of 28
2

enrichment, and aiding and abetting from 2010 to the present (the ―Relevant Period‖) in connection 

with the award of excessive and unwarranted 2010 executive compensation.

NATURE OF THE ACTION

2. This action arises from defendants‘ unwarranted and excessive spending of Company 

(i.e., stockholders‘) funds on executive compensation -- particularly the recent authorization by the 

Board of a $10 million ―initial sign-on incentive‖ and $20 million in total compensation paid to the 

Company‘s new Chief Executive Officer (―CEO‖), defendant Richard M. Weil (―Weil‖). 

Additionally, the Board increased total executive compensation awarded to the top five senior 

officers of the Company by 41% from 2009 to 2010.

3. During 2010, under the leadership of Weil (and the other executive officers), Janus‘s

stock price actually decreased by approximately 7% despite the fact that the Dow Jones Industrial 

Average (the ―Dow‖) actually increased by almost 9%. Thus, under the leadership of the newlywealthy defendant Weil, the price of the Company‘s stock lagged the Dow by nearly 16%. Further, 

the price of the Company‘s stock still has not recovered and is currently approximately 30% down 

from 2009.

4. Accordingly, given the relative precipitous drop in the Company‘s share price during 

2010, there is doubt that the Board‘s decision to increase total 2010 executive compensation was 

reasonable, loyal, and awarded in good faith. By increasing total 2010 executive compensation, the 

Board also violated Janus‘s pay-for-performance executive compensation policy, which was touted 

in Company proxies. Thus, there is reason to doubt that the Board complied with its fiduciary duties 

and that its decisions were presumptively protected business judgments.

5. Historically, defendants and, in particular, the Board‘s Compensation Committee (the 

―Compensation Committee‖) have represented publicly that the Company‘s executive compensation 

practices are firmly rooted in a ―pay-for-performance‖ philosophy. Most recently, in Janus‘s Proxy 

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 2 of 28
3

Statement filed on March 16, 2011 (the ―Proxy‖), the Board represented that the goal of the 

Company‘s executive compensation programs is to ―provide a strong and direct link between pay 

and both Company and individual performance.‖ Additionally the Board represented that 

―compensation of our most senior executives, those who have the greatest ability to influence Janus‘ 

performance, should be primarily based on Company and individual performance – an approach that 

reinforces the alignment of interests between our executives and our public and fund shareholders.‖ 

Here, the Board and senior officers have actually diminished stockholder value, yet the Board 

increased 2010 executive compensation. 

6. Fortunately for Company shareholders, for the first time in the Company‘s history, a 

―say on pay‖ vote was conducted via the Proxy, whereby Janus shareholders were afforded the 

chance to voice their dissatisfaction with the Board‘s clear disregard for its own prior statements

regarding executive compensation and the Company‘s dreadful stock performance.

7. Notably, in the Proxy, the Board unsurprisingly recommended that shareholders 

approve the Board‘s executive compensation program. 

8. On April 29, 2011, Janus stockholders voted on the Board‘s proposed 2010 

compensation for the Company‘s senior officers, and an overwhelming majority rejected the Board‘s 

2010 recommendation. In particular, only 59,890,647 votes were cast in favor of the compensation 

while 82,667,210 voted against it with 6,718,257 abstentions. Accordingly, only 40% of 

stockholders voted in favor of 2010 compensation. 

9. Unfortunately for Janusstockholders, however, despite the adverse shareholder vote, 

which occurred approximately two months ago, the Board has not rescinded the excessive 2010

executive compensation, nor has the Board indicated any intention to do so. 

10. Notably, this entire disregard by the Board of the Company‘s financial performance 

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 3 of 28
4

in making compensation decisions for 2010 did not go unnoticed by the press. For instance, a May 

25, 2011 Reuters article entitled ―Analysis: Janus Faces Pay Pressure After Shareholder Vote‖ 

stated, inter alia, ―If Janus fails to change its own pay now  ̳the risk is they would be viewed as 

being hypocritical.‘‖ In particular, the article states that ―[s]ecurities fillings show Janus funds voted 

last year against management pay proposals at companies that include banks Wells Fargo & Co and 

Comerica Inc.‖ 

11. Additionally, a May 30, 2011 article published in Pensions & Investments entitled 

―Janus CEO Weil Faces Uphill Climb in 2nd Year on Job‖ quoted defendant Weil as stating ―[w]e 

know that we haven‘t yet delivered the results that we need to deliver.‖ The article further notes that 

defendant Weil recognizes that ―turning around the money manager will be a multiyear process.‖ 

The article also quotes defendant Weil as stating ―no one in our business has unlimited permission to 

continue to underperform for our clients and neither do we. We simply must improve those 

disappointing short-term results.‖ Regarding the negative say on pay vote, the article stated: 

Shareholders reject pay

Adding to Mr. Weil's problems was the April 26 advisory vote by shareholders 

rejecting his $20 million 2011 compensation package as well as the pay of four other 

named Janus executive officers. 

With the vote, Janus became one of only a handful of companies where executive 

pay was rejected. Proxy advisers Glass Lewis and Institutional Shareholder Services 

both urged shareholders to reject the pay packages, maintaining Janus' pay-forperformance criteria was inadequate. 

Mr. Weil said he took the vote very seriously. 

“I see my job as to make sure that my pay and our firm compensation aligns with 

delivering good results for our investment clients and delivering good returns for 

our owners,” he said. “My own compensation should respond to those metrics as 

should the rest of the firm.” 

12. Further, an article published in the New York Times on June 18, 2011 entitled 

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 4 of 28
5

―Paychecks as Big as Tajikistan‖ (the ―NY Times Article‖) stated that Janus ―topped the list‖ of 

companies that compensated executives irrespective of performance. In particular, the NY Times 

Article highlights that the Board awarded executive compensation that accounted for almost 2% of 

the Company‘s average market value during 2010 making it the worst offender of the 483 companies 

examined. The NY Times Article went onto say:

WHEN does big become excessive? If the question involves executive pay, the 

answer is ―often.‖ 

But despite the reams of figures about pay in any given year, shareholders often have 

to struggle to put those numbers into perspective. Companies typically hold up pay 

from previous years as a benchmark, but just how this paycheck stacks up against, 

say, a company‘s earnings or stock market performance is rarely laid out. 

Investors can run the numbers themselves, of course, but it‘s a pretty laborious 

process. As a result, pay for most public companies‘ top executives exists in a sort of 

vacuum, as far as investors are concerned. Shareholders know they pay a lot for the 

hired help, but a lot compared with what? 

Answers to that question come fast and furious in a recent, immensely detailed report

in The Analyst‘s Accounting Observer, a publication of R. G. Associates, an 

independent research firm in Baltimore. Jack Ciesielski, the firm‘s president, and his 

colleague Melissa Herboldsheimer have examined proxy statements and financial 

filings for the companies in the Standard & Poor‘s 500-stock index. In a report titled 

―S.& P. 500 Executive Pay: Bigger Than ...Whatever You Think It Is,‖ they compare 

senior executives‘ pay with other corporate costs and measures. 

It‘s an enlightening, if enraging, exercise. And it provides the perspective that 

shareholders desperately need, particularly now that they are being asked to vote on 

corporate pay practices. 

Let‘s begin with the view from 30,000 feet. Total executive pay increased by 13.9 

percent in 2010 among the 483 companies where data was available for the analysis. 

The total pay for those companies‘ 2,591 named executives, before taxes, was $14.3 

billion. 

That‘s some pile of pay, right? But Mr. Ciesielski puts it into perspective by noting 

that the total is almost equal to the gross domestic product of Tajikistan, which has a 

population of more than 7 million. 

Warming to his subject, Mr. Ciesielski also determined that 158 companies paid 

more in cash compensation to their top guys and gals last year than they paid in audit 

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 5 of 28
6

fees to their accounting firms. Thirty-two companies paid their top executives more 

in 2010 than they paid in cash income taxes. 

The report also blows a hole in the argument that stock grants to executives align the 

interests of managers with those of shareholders. The report calculated that at 179 

companies in the study, the average value of stockholders‘ stakes fell between 2008 

and 2010 while the top executives at those companies received raises. The report 

really gets meaty when it compares executive pay with items like research and 

development costs, and earnings per share. 

The report, for instance, compared earnings per share with cash pay — just salary 

and bonus, if there is one. It identified 24 companies where cash compensation last 

year amounted to 2 percent or more of the company‘s net income from continuing 

operations. 

***

Eleven companies analyzed in the report gave top executives a combined pay 

package amounting to 1 percent or more of the companies’ average market value 

over the course of the year. The Janus Capital Group, the mutual fund concern, 

topped the list, with pay totaling almost $41 million for five executives. This 

accounted for 1.95 percent of the company’s average market value over 2010. 

“To earn their keep,” the report said, “managers would have to create stock 

market value in the full amount of their pay.” The executives at Janus failed to 

increase value in 2010, when the stock closed out the year roughly where it had 

begun it. This year, the company’s shares are down almost 30 percent. Janus 

declined to comment. 

Mr. Ciesielski says he believes that shareholders need more context when it comes to 

pay practices — and that rule makers should improve pay reports. ―The disclosures 

really are not sufficient to get people fired up,‖ he said in an interview last week, 

―unless they add up the compensation and find out how it relates to other things.‖ 

―We need a different model,‖ he added. ―There is a real lack of information here 

about how shareholders‘ funds are being managed.‖ 

***

13. Most egregiously, the Board cannot claim that prior to the negative vote that it was 

unaware of its suspect compensation practices. Specifically, in 2009, Glass, Lewis & Co. (―Glass 

Lewis‖) ranked Janus‘s CEO as being the 15th most overpaid CEO in the country. Critically, the 

Board‘s decision to again overcompensate its new, unproven CEO is particularly offensive given the 

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 6 of 28
7

criticism the Board has previously received. 

14. By this shareholder derivative action, Plaintiff seeks to enforce Janus‘s rights with 

respect to the excessive 2010 executive compensation awarded by the Board to Janus‘s executive 

officers (including the CEO), and to recover damages and other relief (including, but limited to, 

reforming the Company‘s executive compensation practices to better-align stockholder/management 

interests going forward) on behalf of the Company.

JURISDICTION AND VENUE

15. This Court has jurisdiction over this action pursuant to 28 U.S.C. § 1332(a)(2) in that 

Plaintiff and defendants are citizens of different states and the matter in controversy exceeds 

$75,000.00, exclusive of interests and costs. This Court has supplemental jurisdiction over the state 

law claims asserted herein pursuant to 28 U.S.C. §1367(a). This action is not a collusive one to 

confer jurisdiction on a court of the United States which it would not otherwise have.

16. Venue is proper in this district because a substantial portion of the transactions and 

wrongs complained of herein, including defendants‘ primary participation in the wrongful acts 

detailed herein, occurred in this district. One or more of the defendants either resides in or maintains 

executive offices in this district, and defendants have received substantial compensation in this 

district by engaging in numerous activities and conducting business here, which had an effect in this 

district.

THE PARTIES

17. Plaintiff Mitchell Pinsly (―Plaintiff‖) is a shareholder of Janus and has been 

continuously throughout the Relevant Period. Plaintiff is a citizen of Pennsylvania.

18. Nominal defendant Janus is a Delaware corporation headquartered in Denver, 

Colorado. According to its public filings, Janus is a publicly owned asset management holding 

company with approximately $167.7 billion in assets under management.

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 7 of 28
8

19. Defendant Steven L. Scheid (―Scheid‖) has served as Chairman of the Board since 

2004. In addition, defendant Scheid has served as a director of the Company since 2002. Finally, 

defendant Scheid previously served as the Company‘s CEO from 2004 until 2006. Upon 

information and belief, defendant Scheid is a citizen of Colorado. 

20. Defendant Weil has served as a director and CEO of the Company since 2010. Upon 

information and belief, defendant Weil is a citizen of Colorado. 

21. Defendant Timothy K. Armour (―Armour‖) has served as a director of the Company 

since 2008. In addition, defendant Armour served as a member of the Compensation Committee 

during the Relevant Period. Further, defendant Armour previously served as interim CEO of the 

Company from July 2009 until January 2010. Upon information and belief, defendant Armour is a 

citizen of Colorado. 

22. Defendant Paul F. Balser (―Balser‖) has served as a director of the Company since 

2000. In addition, defendant Balser served as a member of the Compensation Committee during the 

Relevant Period. Upon information and belief, defendant Balser is a citizen of New York. 

23. Defendant Andrew Cox (―Cox‖) has served as a director of the Company since 2002. 

In addition, defendant Cox served as a member of the Compensation Committee during the Relevant 

Period. Upon information and belief, defendant Cox is a citizen of Colorado. 

24. Defendant Jeffrey Diermeier (―Diermeier‖) has served as a director of the Company 

since 2008. Upon information and belief, defendant Diermeier is a citizen of Florida. 

25. Defendant J. Richard Fredericks (―Fredericks‖) has served as a director of the 

Company since 2006. Upon information and belief, defendant Fredericks is a citizen of California. 

26. Defendant Deborah Gatzek (―Gatzek‖) has served as a director of the Company since 

2004. Upon information and belief, defendant Gatzek is a citizen of California. 

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 8 of 28
9

27. Defendant Lawrence Kochard (―Kochard‖) has served as a director of the Company 

since 2008. In addition, defendant Kochard served as a member of the Compensation Committee 

during the Relevant Period. Upon information and belief, defendant Kochard is a citizen of Virginia. 

28. Defendant Robert T. Parry (―Parry‖) has served as a director of the Company since 

2005. Upon information and belief, defendant Parry is a citizen of California. 

29. Defendant Jock Patton (―Patton‖) has served as a director of the Company since 2007. 

In addition, defendant Patton served as a member of the Compensation Committee during the 

Relevant Period. Upon information and belief, defendant Patton is a citizen of Arizona. 

30. Defendant Glenn Schafer (―Schafer‖) has served as a director of the Company since 

2007. Upon information and belief, defendant Schafer is a citizen of California. 

31. Defendant Gregory A. Frost (―Frost‖) has served as the Company‘s CFO and 

Executive Vice President throughout the Relevant Period. Upon information and belief, defendant 

Frost is a citizen of Colorado. 

32. Defendant Jonathan D. Coleman (―Coleman‖) has served as the Company‘s Co-Chief 

Investment Officer throughout the Relevant Period. Upon information and belief, defendant 

Coleman is a citizen of Colorado. 

33. Defendant R. Gibson Smith (―Smith‖) has served as the Company‘s Co-Chief 

Investment Officer throughout the Relevant Period. Upon information and belief, defendant Smith is 

a citizen of Colorado. 

34. Defendant James P. Goff (―Goff‖) has served as the Company‘s Director of Research 

throughout the Relevant Period. Upon information and belief defendant Goff is a citizen of 

Colorado. 

35. Defendants Scheid, Weil, Armour, Baiser, Cox, Diermeier, Fredeericks, Gatzek, 

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 9 of 28
10

Kochard, Parry, Patton, Schafer, Frost, Coleman, Smith, and Goff shall be collectively referred to 

herein as the ―Defendants.‖

36. Defendants Patton, Armour, Balser, Cox, and Kochard shall be collectively referred 

to herein as the ―Compensation Committee Defendants.‖

THE DUTIES OF JANUS’S DIRECTORS AND OFFICERS

37. As directors and officers of Janus, Defendants owed fiduciary duties of candor, good 

faith and loyalty to the Company. They are prohibited from engaging in self-dealing as well as 

unlawful corporate conduct, such as violations of the laws, rules and regulations applicable to Janus

and its business.

38. Defendants, because of their positions of control and authority as directors and/or 

officers of Janus, were able to and did, directly and/or indirectly, exercise control over the wrongful 

acts complained of herein. Because of their executive and directorial positions with Janus, 

Defendants knew or should have known that by increasing 2010 executive compensation while 

Janus‘sshare price declined, they were breaching their fiduciary duties of candor, good faith, loyalty 

and reasonableness owed to Janus, as well as creating unjust enrichment. Defendants also knew or 

should have known that by unanimously recommending shareholder approval of the 2010 executive 

compensation in the Proxy they were breaching their fiduciary duty of candor and violating the 

Board‘s stated, purported pay-for-performance executive compensation policy.

39. At times relevant hereto, Defendants were the agents of each of the other Defendants 

and were at all times acting within the course and scope of such agency.

40. Pursuant to the Company‘s Compensation Committee charter, the Compensation 

Committee Defendants were specifically obligated, inter alia, to:

a. Annually determine the compensation package of the CEO (and the other 

executive officers) including reviewing and approving corporate goals and 

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 10 of 28
11

objectives and evaluating the CEO‘s performance in light of those goals and 

objectives; and

b. Review and discuss with management the Company‘s compensation discussion 

and analysis required to be included in the Company‘s Proxy. 

AIDING AND ABETTING AND CONCERTED ACTION

41. In committing the wrongful acts particularized herein, Defendants have pursued or 

joined in the pursuit of a common course of conduct, and have acted in concert with one another in 

furtherance of their common plan or design. In addition to the wrongful conduct particularized 

herein as giving rise to primary liability, Defendants further aided and abetted and/or assisted each 

other in breach of their respective duties.

42. Each of the Defendants aided and abetted and rendered substantial assistance in the 

wrongs detailed herein. In taking such actions to substantially assist the commission of the 

wrongdoing detailed herein, each Defendant acted with knowledge of the primary wrongdoing, 

substantially assisted the accomplishment of that wrongdoing, and was aware of his, her, or its

overall contribution to and furtherance of the wrongdoing.

FACTUAL ALLEGATIONS

43. According to its public filings, ―Janus is a publicly owned asset management holding 

company with approximately $167.7 billion in assets under management.‖

44. Throughout the Relevant Period, the Board (and particularly, the Compensation 

Committee) has materially overcompensated Janus‘s senior executives and, most notably, its CEO, 

defendant Weil, irrespective of the Company‘s actual performance and the performance of its stock. 

The directors on the Board are directly responsible for this disconnect between management and 

stockholder interests. 

45. For instance, in 2010, the Company‘s top five executive‘s compensation rose by 41%, 

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 11 of 28
12

despite the fact that Janus‘s stock price actually decreased by approximately 7% when the Dow 

actually increased by almost 9%. Thus, under the leadership of the newly-wealthy defendant Weil, 

the price of the Company‘s stock lagged the Dow by nearly 16%. 

46. As detailed herein, in light of, inter alia, the Board‘s repeated ―pay-for-performance‖ 

statements (including those in the Proxy), and the drop in the Company‘s share price caused by this 

current management team (led by Weil), there is reason to doubt that: (a) the Board complied with 

its fiduciary duties; and/or (b) the Board‘s 2010 compensation decisions were protected business 

judgments. Plaintiff alleges that the Board‘s 2010 compensation decisions constituted a breach of 

their fiduciary duties of candor, good faith and loyalty, as well as causing Weil to be unjustly

enriched.

“Pay-For-Performance” at Janus

47. Defendants have represented publicly that Janus‘s executive compensation practices 

are firmly rooted in a ―pay-for-performance‖ policy. For example, in the Proxy, the Board 

represented that the goal of the Company‘s executive compensation programs is to ―provide a strong 

and direct link between pay and both Company and individual performance.‖ Additionally the 

Board represented that ―compensation of our most senior executives, those who have the greatest 

ability to influence Janus‘ performance, should be primarily based on Company and individual 

performance – an approach that reinforces the alignment of interests between our executives and our 

public and fund shareholders.‖ 

48. Thus, in theory (and by Defendants‘ own admissions), when Janus achieves good 

operating performance, executive compensation should increase, and when Janusfails to meet these 

criteria, executive compensation should decrease. In practice, however, the Board has increased 

executive compensation dramatically even when Janus‘s share price decreases.

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 12 of 28
13

Janus’s 2010 Executive Compensation 

49. In 2010, Janus‘s five highest paid Section 16 executive officers -- defendants Weil, 

Frost, Coleman, Smith, and Goff -- collectively received almost $41 million in executive 

compensation (or 41% more than awarded in 2009), as detailed below:

Name Salary Non-Equity 

Incentive Plan 

Compensation

Stock and 

Option Awards

Total 

Compensation1

Weil $458,333 $3,500,000 $15,999,996 $20,337,868

Frost $400,000 $660,000 $200,197 $1,293,087

Coleman $500,000 $4,465,785 $1,211,640 $6,215,319

Smith $500,000 $5,943,835 $1,247,103 $7,728,687

Goff $500,000 $3,611,207 1,015,172 $5,154,353

Total $40,729,314

50. As discussed above, in 2010, despite this excessive compensation, Janus‘s share price 

decreased by approximately 7% and lagged the Dow by nearly 16% in 2010. Further, the price of 

the Company‘s stock still has not recovered and is currently approximately 30% down from 2009.

Janus’s Shareholders Soundly Reject the Board’s Recommended 2010 Executive 

Compensation

51. In the Proxy, the Board ―recommended‖ to Janus shareholders that they should 

approve Janus‘s 2010 executive compensation, stating:

Proposal No. 3: Non-binding Advisory Vote Related to Executive 

Compensation. 

***

RESOLVED, that the shareholders approve the compensation of the 

Company's named executive officers, as disclosed in the Compensation Discussion 

and Analysis, the compensation tables, and any related material disclosed in this 

Proxy Statement. 

 

1

Total Compensation includes the following: Salary, Restricted Stock Awards, Option Awards, 

Non-Equity Incentive Plan Compensation, and All Other Compensation (as defined in the Proxy). 

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 13 of 28
14

Approval of Proposal No. 3, which begins on page 71, requires the affirmative 

vote of a majority of the shares present or represented by proxy at the Annual 

Meeting and entitled to vote on this proposal. 

THE BOARD OF DIRECTORS RECOMMENDS THAT THE 

SHAREHOLDERS VOTE "FOR" PROPOSAL NO. 3, APPROVING A NONBINDING ADVISORY VOTE ON OUR NAMED EXECUTIVE OFFICERS' 

COMPENSATION. 

52. Critically, the Board also affirmatively represented that ―the Board and its 

Compensation Committee value the opinions that our shareholders express in their votes.‖

53. On April 29, 2011, Janus stockholders voted on the Board‘s proposed 2010 

compensation for the Company‘s senior officers, and an overwhelming majority rejected the Board‘s 

2010 recommendation. In particular, only 59,890,647 votes were cast in favor of the compensation 

while 82,667,210 voted against it with 6,718,257 abstentions. Accordingly, only 40% of 

stockholders voted in favor of 2010 compensation. This was the first time Janus‘s shareholders had 

ever been afforded the opportunity to voice their objection to the compensation awarded to the 

executive officers of the Company via the advisory vote procedure. 

54. The Board‘s claims that it purportedly ―value[s] the opinions that our shareholders 

express in their votes‖ have, through their own inaction and silence, been exposed as mere lipservice. Indeed, it has been approximately two months since the Board received the negative vote 

regarding executive compensation and, upon information and belief, they have done nothing 

(including issuing any response whatsoever to Janus shareholders) regarding it. In fact, the Board 

has completely ignored the negative vote.

55. Notably, this entire disregard by the Board of the Company‘s financial performance 

in making compensation decisions for 2010 did not go unnoticed by the press. For instance, a May 

25, 2011 Reuters article entitled ―Analysis: Janus Faces Pay Pressure After Shareholder Vote‖ 

stated, inter alia, ―If Janus fails to change its own pay now  ̳the risk is they would be viewed as 

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 14 of 28
15

being hypocritical.‘‖ In particular the article states that ―[s]ecurities fillings show Janus funds voted 

last year against management pay proposals at companies that include banks Wells Fargo & Co and 

Comerica Inc.‖ The article further indicates that the Board would not respond to requests for 

comment on the vote. Specifically, the article states:

In a sample of 10 proxy measures that were critical of executive pay plans, Janus 

funds sided with shareholders 81 percent of the time -- the fifth most aggressive of 

26 fund companies studied.

"It looks like someone in their company knows how to evaluate executive 

compensation," said Lisa Lindsley, who runs the union's corporate governance 

efforts. "Maybe they should tap into that" expertise, she added.

Janus faces trouble at home. Its shares have fallen 22 percent so far this year, the 

most of peers, as it has reported continued outflows from investors concerned about 

the mixed performance of some of its equity funds.

The company hired former Pimco executive Richard Weil as chief executive officer 

to turn things around. He arrived on February 1, 2010, and received $20.3 million for 

that year, including a signing bonus of $10 million in restricted stock vesting over 

three years, according to Janus' proxy filing.

***

SHAREHOLDER SETBACK

Still, stockholders were not happy. In the advisory vote at the company's annual 

meeting on April 28, 82.7 million shares were cast against the executive pay 

proposal, and 59.9 million shares were voted for it. Those results were not a surprise 

after ISS, the influential advisory unit of MSCI Inc (MSCI.N), recommended an 

"against" vote.

In a report, ISS said Weil's new-hire package "appears overly generous for a newly 

appointed CEO" and that the $10 million was "unacceptable to shareholders due 

to the lack of disclosure and rationale provided" in the proxy.

Janus board members either did not respond to requests for comment or referred 

questions to a company spokesman. In the proxy, Janus said a compensation 

redesign was under way.

The filing said the company would gradually implement a plan that would tie the 

aggregate bonus pool to a percentage of its profit, while individual incentive 

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 15 of 28
16

compensation will still be based on both quantitative performance metrics and 

qualitative assessments.

"Prior to the vote, we were aware of some shareholder concerns," spokesman 

James Aber said, "and we have been working with our board on implementing 

responsive changes."

***

56. Additionally, a May 30, 2011 article published in Pensions & Investments entitled 

―Janus CEO Weil Faces Uphill Climb in 2nd Year on Job‖ quoted defendant Weil as stating ―[w]e 

know that we haven‘t yet delivered the results that we need to deliver.‖ The article further notes that 

defendant Weil recognizes that ―turning around the money manager will be a multiyear process.‖ 

The article also quotes defendant Weil as stating ―no one in our business has unlimited permission to 

continue to underperform for our clients and neither do we. We simply must improve those 

disappointing short-term results.‖ Regarding the negative say on pay vote, the article stated: 

Shareholders reject pay

Adding to Mr. Weil's problems was the April 26 advisory vote by shareholders 

rejecting his $20 million 2011 compensation package as well as the pay of four other 

named Janus executive officers. 

With the vote, Janus became one of only a handful of companies where executive 

pay was rejected. Proxy advisers Glass Lewis and Institutional Shareholder Services 

both urged shareholders to reject the pay packages, maintaining Janus' pay-forperformance criteria was inadequate. 

Mr. Weil said he took the vote very seriously. 

“I see my job as to make sure that my pay and our firm compensation aligns with 

delivering good results for our investment clients and delivering good returns for 

our owners,” he said. “My own compensation should respond to those metrics as 

should the rest of the firm.” 

57. Further, the NY Times Article stated that Janus ―topped the list‖ of companies that 

compensated executives irrespective of performance. In particular, the NY Times Article highlights 

that the Board awarded executive compensation that accounted for almost 2% of the Company‘s 

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 16 of 28
17

average market value during 2010 making it the worst offender of the 483 companies examined. 

The NY Times Article went onto say:

WHEN does big become excessive? If the question involves executive pay, the 

answer is ―often.‖ 

But despite the reams of figures about pay in any given year, shareholders often have 

to struggle to put those numbers into perspective. Companies typically hold up pay 

from previous years as a benchmark, but just how this paycheck stacks up against, 

say, a company‘s earnings or stock market performance is rarely laid out. 

Investors can run the numbers themselves, of course, but it‘s a pretty laborious 

process. As a result, pay for most public companies‘ top executives exists in a sort of 

vacuum, as far as investors are concerned. Shareholders know they pay a lot for the 

hired help, but a lot compared with what? 

Answers to that question come fast and furious in a recent, immensely detailed report

in The Analyst‘s Accounting Observer, a publication of R. G. Associates, an 

independent research firm in Baltimore. Jack Ciesielski, the firm‘s president, and his 

colleague Melissa Herboldsheimer have examined proxy statements and financial 

filings for the companies in the Standard & Poor‘s 500-stock index. In a report titled 

―S.& P. 500 Executive Pay: Bigger Than ...Whatever You Think It Is,‖ they compare 

senior executives‘ pay with other corporate costs and measures. 

It‘s an enlightening, if enraging, exercise. And it provides the perspective that 

shareholders desperately need, particularly now that they are being asked to vote on 

corporate pay practices. 

Let‘s begin with the view from 30,000 feet. Total executive pay increased by 13.9 

percent in 2010 among the 483 companies where data was available for the analysis. 

The total pay for those companies‘ 2,591 named executives, before taxes, was $14.3 

billion. 

That‘s some pile of pay, right? But Mr. Ciesielski puts it into perspective by noting 

that the total is almost equal to the gross domestic product of Tajikistan, which has a 

population of more than 7 million. 

Warming to his subject, Mr. Ciesielski also determined that 158 companies paid 

more in cash compensation to their top guys and gals last year than they paid in audit 

fees to their accounting firms. Thirty-two companies paid their top executives more 

in 2010 than they paid in cash income taxes. 

The report also blows a hole in the argument that stock grants to executives align the 

interests of managers with those of shareholders. The report calculated that at 179 

companies in the study, the average value of stockholders‘ stakes fell between 2008 

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 17 of 28
18

and 2010 while the top executives at those companies received raises. The report 

really gets meaty when it compares executive pay with items like research and 

development costs, and earnings per share. 

The report, for instance, compared earnings per share with cash pay — just salary 

and bonus, if there is one. It identified 24 companies where cash compensation last 

year amounted to 2 percent or more of the company‘s net income from continuing 

operations. 

***

Eleven companies analyzed in the report gave top executives a combined pay 

package amounting to 1 percent or more of the companies’ average market value 

over the course of the year. The Janus Capital Group, the mutual fund concern, 

topped the list, with pay totaling almost $41 million for five executives. This 

accounted for 1.95 percent of the company’s average market value over 2010. 

―To earn their keep,‖ the report said, ―managers would have to create stock market 

value in the full amount of their pay.‖ The executives at Janus failed to increase 

value in 2010, when the stock closed out the year roughly where it had begun it. This 

year, the company‘s shares are down almost 30 percent. Janus declined to comment. 

Mr. Ciesielski says he believes that shareholders need more context when it comes to 

pay practices — and that rule makers should improve pay reports. ―The disclosures 

really are not sufficient to get people fired up,‖ he said in an interview last week, 

―unless they add up the compensation and find out how it relates to other things.‖ 

―We need a different model,‖ he added. ―There is a real lack of information here 

about how shareholders‘ funds are being managed.‖ 

***

58. Most egregiously, the Board cannot claim that prior to the negative vote that it was 

unaware of its suspect compensation practices. Specifically, in 2009, the Glass Lewis ranked 

Janus‘s CEO as being the 15th most overpaid CEO in the country. Additionally, the above-quoted 

Reuters article quoted Company spokesman James Aber as stating ―[p]rior to the vote, we were 

aware of some shareholder concerns...and we have been working with our board on implementing 

responsive changes.‖ Critically, the Board‘s decision to again overcompensate its new, unproven 

CEO is particularly offensive given the criticism the Board has previously received. 

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 18 of 28
19

DAMAGES TO JANUS

59. Janus has been damaged by the Board‘s awards of unwarranted, outsized executive 

compensation. In 2010, the Company‘s share price steeply lagged behind the Dow, yet, incredibly, 

executive compensation for Company‘s executive officers increased by almost 41%. Additionally, 

the Board bestowed upon its new CEO a $10 million signing bonus and $20 million in total 

compensation, which given the Company‘s paltry performance was unwarranted. When for the first 

time given the opportunity to offer their own independent judgment of the Company‘s executive 

compensation, a majority of Janus‘s voting shareholders firmly rejected the 2010 executive 

compensation (and rightfully so). Yet, even in the face of this visceral reaction by Janus‘s

shareholders, the Board has not altered or amended the 2010 compensation, to the detriment of the 

Company and its stockholders. In fact, the Board has not even acknowledged the shareholders‘ 

significant rejection of 2010 compensation. By contrast, the Janus executives who received 

excessive 2010 compensation have been unjustly enriched.

60. By this derivative action, Plaintiff seeks to recover damages and other relief for Janus

against Defendants for their breaches of fiduciary duties of candor, good faith and loyalty, and for 

unjust enrichment. Absent this action, as the Board has already amply demonstrated, the Company‘s 

rights against its wayward fiduciaries will not be exercised to the further detriment of the Company.

DERIVATIVE AND DEMAND ALLEGATIONS

61. Plaintiff incorporates the above-referenced paragraphs as if fully set forth herein.

62. Plaintiff brings this action derivatively on behalf of Janusto redress injuries suffered, 

and yet to be suffered, by the Company as a direct and proximate result of Defendants‘ misconduct. 

Plaintiff is a current holder of Janus common stock and will adequately represent the interests of the 

Company in this litigation.

63. The Board is currently comprised of the following directors: defendants Scheid, Weil, 

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 19 of 28
20

Armour, Balser, Cox, Diermeier, Fredericks, Gatzek, Kochard, Parry, Patton, and Schafer. 

64. A pre-suit demand upon the Board is a useless and futile action, and therefore, 

excused for several reasons. First, the Board has both unanimously recommended to Janus‘s

shareholders that they approve Janus‘s excessive 2010 executive compensation and failed to take any 

action once their recommendation was rejected. As detailed above,Janus‘sshare price decreased in 

2010 (and continues to decrease) and steeply lagged the Dow. Yet, despite the purported pay-forperformance executive compensation policy, the Board inexplicably increased 2010 executive 

compensation and bestowed upon its new CEO the incredibly lucrative package described herein. 

There is doubt that the Board‘s 2010 compensation decisions were reasonable, loyal and made in 

good faith, and are presumptively protected business judgments because those decisions violated 

Janus‘s pay-for-performance policy. Accordingly, a pre-suit demand is useless and futile under the 

circumstances of this case, and therefore, excused.

65. Second, a pre-suit demand is excused because the entire Board recommended 

publicly that Janus‘s shareholders unanimously approve Janus‘s 2010 executive compensation, 

including the lucrative compensation packaged bestowed on defendant Weil. On April 29, 2011, a 

majority (60%) ofJanus‘s voting shareholders rejected Janus‘s 2010 executive compensation. Yet, 

the Board has not altered or otherwise amended the 2010 executive compensation, nor indicated that 

it has any intention of doing so. By first recommending that the Company‘s stockholders approve 

the excessive 2010 executive compensation, and then failing to take any action whatsoever in the 

face of the adverse stockholder vote, the Board has openly demonstrated its hostility to this action 

and that a pre-suit demand upon it to take such action is a useless and futile act. Accordingly, 

demand is excused.

66. Pre-suit demand on defendant Weil is excused because his principal professional 

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 20 of 28
21

occupation is his employment as the CEO of Janus. Accordingly, Weil has received and continues 

to receive substantial monetary compensation and other valuable benefits (including the excessive 

compensation complained of herein). Thus, Weil lacks independence from demonstrably interested 

directors, rendering him incapable of impartially considering a demand to commence and vigorously 

prosecute this action.

67. Moreover, Weil received excessive and unwarranted executive compensation in 2010, 

and, as a result, was the direct recipient of financial benefits from the misconduct challenged herein 

that were not shared with Janus‘s stockholders. Thus, Weil is directly interested in a demand, and 

accordingly, pre-suit demand upon Weil is excused. 

68. Defendants Patton, Armour, Balser, Cox, and Kochard are interested in a demand as a 

result of their conduct on the Compensation Committee. Pursuant to the Company‘s Compensation 

Committee Charter, directors on the Compensation Committee are responsible for, inter alia, setting 

executive compensation and reviewing among other things, Janus‘s performance relative to the 

performance metrics that formulate the Company‘s executive compensation programs. Defendants 

Patton, Armour, Balser, Cox, and Kochard breached their fiduciary duties of due care, loyalty, and 

good faith, because the Compensation Committee, inter alia, awarded the above-discussed increased 

2010 executive compensation, which was wholly divorced from the Company‘s performance. 

Further, the Compensation Committee has done nothing to rectify its above failures, despite the 

sound rejection of the Company‘s 2010 compensation by 60% of its stockholders. Therefore, 

defendants Patton, Armour, Balser, Cox, and Kochard (if not the entire Board) each face a 

substantial likelihood of liability for their breach of fiduciary duties and any demand upon them is 

futile.

69. A pre-suit demand is further excused because a majority of the Board either was at 

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 21 of 28
22

fault for the misconduct described herein and/or is liable for the misconduct described herein. As 

such, the Board members are disabled as a matter of law from objectively considering any pre-suit 

demand, rendering demand futile and excused.

FIRST CAUSE OF ACTION

Against Defendants for Breach of Fiduciary Duty in Connection For the Issuance of False 

and Misleading Statements

70. Plaintiff incorporates the above-referenced paragraphs as if fully set forth herein.

71. Each of the Defendants was a director and/or officer of Janus and as such owed to 

Janus the highest duty known to the law. Each of the Defendants agreed to and did participate in 

and/or aided and abetted one another in a deliberate course of action designed to divert corporate 

assets in breach of the fiduciary duties these defendants owed to Janus.

72. As demonstrated by the allegations above, the Defendants breached their fiduciary 

duties of loyalty, good faith, candor and independence owed to Janus and its shareholders, and failed 

to disclose material information and/or made material misrepresentations to shareholders regarding 

Janus‘s 2010 executive compensation scheme.

73. The Defendants have violated fiduciary duties of care, loyalty, good faith, candor and

independence owed to Janus and its shareholders, have engaged in unlawful self-dealing and have 

acted to put their personal interests and/or their colleagues‘ interests ahead of the interests of Janus

and its shareholders. As directors and/or officers of Janus, the Defendants participated in the 

wrongful acts alleged herein. They thereby breached their fiduciary duties to Janus‘s shareholders.

74. As corporate fiduciaries, the Defendants owed Janus and its shareholders a duty of 

candor and full and accurate disclosure. As a result of the conduct complained of, the Defendants 

made, or aided and abetted the making of, numerous misrepresentations to and/or concealed material 

facts from Janus‘s shareholders despite their duties to, inter alia; disclose the true facts regarding 

Janus. Thus they have violated their duty of candor.

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 22 of 28
23

75. In committing the wrongful acts particularized herein, the Defendants have pursued 

or joined in the pursuit of a common course of conduct, and have acted in concert with one another 

in furtherance of their common plan or design.

76. At all relevant times, the Defendants collectively and individually initiated a course of 

conduct which was designed to and did: (i) conceal the fact that the Company was overpaying its 

directors, officers and employees via compensation plans premised on an illusory ―pay for 

performance‖ executive compensation scheme; and (ii) maintain their directorial and executive 

positions at Janus and the profits, power and prestige which they enjoyed as a result of these 

positions.

77. In particular, in the Proxy (and other filings), the Board represented the goal of the 

Company‘s executive compensation programs is to ―provide a strong and direct link between pay 

and both Company and individual performance.‖ Despite this (and other) representations, when the 

price of the Company‘s stock declined (and steeply lagged the Dow) the Board inexplicably 

increased total executive compensation. Accordingly, it is clear that the Board‘s repeated statements 

that it pays for performance were false and misleading.

78. Defendants‘ misconduct was not due to an honest error of judgment, but rather their

bad faith and was done knowingly, willfully, intentionally or recklessly.

79. By reason of the foregoing acts, practices and course of conduct, the Defendants have 

failed to exercise good faith and instead have acted knowingly or in reckless disregard of their 

fiduciary obligations toward Janus and its public shareholders, harming Janus.

SECOND CAUSE OF ACTION

Against Defendants for Breach of Fiduciary Duty in Connection with the Board’s 

Compensation Practices

80. Plaintiff incorporates the above-referenced paragraphs as if fully set forth herein.

81. Each of the Defendants was a director and/or officer of Janus and as such owed to 

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 23 of 28
24

Janus the highest duty known to the law. Each of the Defendants agreed to and did participate in 

and/or aided and abetted one another in a deliberate course of action designed to divert corporate 

assets in breach of the fiduciary duties these defendants owed to Janus.

82. As demonstrated by the allegations above, the Defendants breached their fiduciary 

duties of loyalty, good faith, candor and independence owed to Janus and its shareholders by failing 

to adhere to the Company‘s purported pay-for-performance philosophy. In particular, the Board 

repeatedly represented the goal of the Company‘s executive compensation programs is to ―provide a 

strong and direct link between pay and both Company and individual performance.‖ Despite this 

(and other) representations, when the price of the Company‘s stock declined (and steeply lagged the 

Dow) the Board inexplicably increased total executive compensation. This increase in executive 

compensation in direct contravention of the Board‘s stated pay for performance philosophy was a 

breach of the Board‘s fiduciary duties.

83. The Defendants have violated fiduciary duties of care, loyalty, good faith, candor and 

independence owed to Janus and its shareholders, have engaged in unlawful self-dealing and have 

acted to put their personal interests and/or their colleagues‘ interests ahead of the interests of Janus 

and its shareholders. As directors and/or officers of Janus, the Defendants participated in the 

wrongful acts alleged herein. They thereby breached their fiduciary duties to Janus‘s shareholders.

84. In committing the wrongful acts particularized herein, the Defendants have pursued 

or joined in the pursuit of a common course of conduct, and have acted in concert with one another 

in furtherance of their common plan or design.

85. Defendants‘ misconduct was not due to an honest error of judgment, but rather their 

bad faith and was done knowingly, willfully, intentionally or recklessly.

86. By reason of the foregoing acts, practices and course of conduct, the Defendants have 

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 24 of 28
25

failed to exercise good faith and instead have acted knowingly or in reckless disregard of their 

fiduciary obligations toward Janus and its public shareholders, harming Janus.

THIRD CAUSE OF ACTION

Against Defendants for Breach of Fiduciary Duty in Connection with the Board’s Failure 

to Respond to the Negative Say on Pay Vote

87. Plaintiff incorporates the above-referenced paragraphs as if fully set forth herein.

88. Each of the Defendants was a director and/or officer of Janus and as such owed to 

Janus the highest duty known to the law. Each of the Defendants agreed to and did participate in 

and/or aided and abetted one another in a deliberate course of action designed to divert corporate 

assets in breach of the fiduciary duties these defendants owed to Janus.

89. As demonstrated by the allegations above, the Defendants breached their fiduciary 

duties of loyalty, good faith, candor and independence owed to Janus and its shareholders by failing 

to amend or alter 2010 executive compensation (or even issue a response) in connection with the 

negative say on pay vote. In particular, despite having their executive compensation program 

approved by a mere 40% of stockholders, the Board has done nothing in response, in direct 

violations of their fiduciary duties. 

90. The Defendants have violated fiduciary duties of care, loyalty, good faith, candor and 

independence owed to Janus and its shareholders, have engaged in unlawful self-dealing and have 

acted to put their personal interests and/or their colleagues‘ interests ahead of the interests of Janus 

and its shareholders. As directors and/or officers of Janus, the Defendants participated in the 

wrongful acts alleged herein. They thereby breached their fiduciary duties to Janus‘s shareholders.

91. In committing the wrongful acts particularized herein, the Defendants have pursued 

or joined in the pursuit of a common course of conduct, and have acted in concert with one another 

in furtherance of their common plan or design.

92. Defendants‘ misconduct was not due to an honest error of judgment, but rather their 

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 25 of 28
26

bad faith and was done knowingly, willfully, intentionally or recklessly.

93. By reason of the foregoing acts, practices and course of conduct, the Defendants have 

failed to exercise good faith and instead have acted knowingly or in reckless disregard of their 

fiduciary obligations toward Janus and its public shareholders, harming Janus.

FOURTH CAUSE OF ACTION

Against All Defendants for Unjust Enrichment

94. Plaintiff incorporates the above-referenced paragraphs as if fully set forth herein.

95. As a result of the conduct described above, Defendants will be and have been unjustly 

enriched at the expense of Janus, in the form of unjustified salaries, benefits, stock option grants and 

other emoluments of office.

96. All the payments and benefits provided to the Defendants based upon or related to 

Defendants‘ executive compensation scheme were unjustly awarded and at the expense of Janus, 

resulting in substantially unearned benefits.

97. Defendants should be ordered to disgorge the gains which they have and/or will 

unjustly obtain and/or a constructive trust should be imposed for the benefit of the Company.

PRAYER FOR RELIEF

WHEREFORE, Plaintiff demands judgment as follows:

A. Against Defendants and in favor of Janusfor the amount of damages sustained by the 

Company as a result of Defendants‘ violation of state law;

B. Extraordinary equitable and/or injunctive relief as necessary or permitted by law, 

equity and the statutory provisions sued hereunder, including disgorgement, attachment, 

impoundment, imposition of a constructive trust on or otherwise restricting the disposition/exercise 

of improvidently awarded executive compensation based upon false financial reporting and/or the 

proceeds of Defendants‘ trading activities or their other assets so as to ensure that Plaintiff on behalf 

of Janus has an effective remedy;

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 26 of 28
27

C. Ordering the implementation and administration of internal controls and systems at 

Janus designed to prohibit and prevent excessive and/or unwarranted executive compensation 

payments to Janus‘s CEO and other senior executives;

D. Awarding to Plaintiff the costs and disbursements of the action, including reasonable 

attorneys‘ fees, and accountants‘ and experts‘ fees, costs, and expenses; and

E. Granting such other and further relief as the Court deems just and proper.

JURY DEMAND

Plaintiff demands a trial by jury. 

Dated: July 1, 2011

THE SHUMAN LAW FIRM

s/ Kip B. Shuman

KIP B. SHUMAN

RUSTY E. GLENN

801 East 17th Avenue

Denver, CO 80218

Phone: (303) 861-3003

Fax: (303) 830-6920

THE WEISER LAW FIRM, P.C.

ROBERT B. WEISER

BRETT D. STECKER

JEFFREY J. CIARLANTO

JOSEPH M. PROFY 

121 N. Wayne Avenue, Suite 100

Wayne, PA 19087

Telephone: (610) 225-2677

Facsimile: (610) 225-2678

Counsel for Plaintiff

Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 27 of 28
Case 1:11-cv-01732-WYD -BNB Document 1 Filed 07/01/11 USDC Colorado Page 28 of 28