February 15, 2006

Aiding and Abetting by Doing Nothing II

A month back, I blogged about the case filed against some auditors for allegedly aiding and abetting by doing nothing. Now comes an aspect of that same case that involves lawyers. Keith Bishop reports:

“Although it turned out better for the lawyers this time around, it is still somewhat frightening. I found two aspects of the case to be interesting. First, this is the only case that I can remember that involves claims based on allegedly incorrect Investment Company Act and Investment Adviser Act opinions. The plaintiffs claimed that these incorrect opinions allowed evasion of registration, which presumably would have allowed the SEC to detect the illegal activities of the clients.

Second, the plaintiffs also tried to pin liability on the lawyers for blocking an SEC investigation and delaying provisional relief. The disposition of the case does not involve resolution of the plaintiffs’ factual allegations as the Court of Appeal applied a California statute (ie. SLAPP -Strategic Lawsuit Against Public Participation) that provides for the early dismissal of certain unmeritorious claims concerning a defendant’s constitutionally protected speech or petitioning activity.

An important – but unresolved – question raised by this case is when does advocacy on behalf of a client in an SEC investigation turn into liability to the investors?” We have posted a copy of this court opinion in our “Attorney Responsibility” Practice Area.

A Philosophy for Drafting Agreements

In the latest installment of “Carl’s Corner,” learn from the master, Carl Schneider, about the philosophy you should consider when drafting agreements.

Romeo & Dye Section 16 Deskbook Now Available!

Peter and Alan have just finished their new 2006 Edition of the “Section 16 Deskbook,” which is more comprehensive (and functional) than the annual Section 16 Outline. The Deskbook now takes the Outline’s place as part of the Romeo & Dye Section 16 Annual Service. So if you have renewed your Annual Service, you should receive your copy soon – if not, try a no-risk trial today to receive it pronto!