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Full-Text Articles in Legal Profession
Chicken Little Lives: The Anticipated And Actual Effect Of Sarbanes-Oxley On Corporate Lawyers' Conduct, Susan Saab Fortney
Chicken Little Lives: The Anticipated And Actual Effect Of Sarbanes-Oxley On Corporate Lawyers' Conduct, Susan Saab Fortney
Faculty Scholarship
This article addresses the controversy surrounding the Sarbanes-Oxley Act of 2002, which was seen by many lawyers as threatening the relationship between lawyers and their corporate clients. Part I of this article introduces the topic by providing a brief history of the increased government regulation and enforcement actions that forced lawyers to reexamine their role in representing their clients, beginning with the case of SEC v. National Student Marketing Corp. Part II reviews the organized bar's reaction to Sarbanes-Oxley. Part III focuses on law firms' response to the legislation. Part IV considers the views of individual corporate and securities lawyers …
Sec Enforcement Of Attorney Up-The-Ladder Reporting Rules: An Analysis Of Institutional Contraints, Norms, And Biases, Michael A. Perino
Sec Enforcement Of Attorney Up-The-Ladder Reporting Rules: An Analysis Of Institutional Contraints, Norms, And Biases, Michael A. Perino
Faculty Publications
In their paper and in their earlier comments to the SEC on the proposed attorney reporting rules, Professors Cramton, Cohen and Koniak do an excellent job recounting the genesis of the attorney reporting requirements in the Sarbanes-Oxley Act, describing the SEC's proposed and final rules and critiquing the rule's triggering mechanism and now apparently shelved noisy withdrawal requirement. Their case study of the recent Spiegel, Inc. independent examiner's report is a particularly useful vehicle for examining the practical implications of the SEC's policy and drafting choices. Although I was a member of a committee that submitted comments opposed to noisy …