October 30, 2007

Court Attacks Applicability of Attorney-Client Privilege to In-House Counsel

Back in August, a federal district court ordered Merck & Co. to produce thousands of internal electronic documents which the company had vigorously argued were protected by the attorney-client privilege, and held that communications by a lawyer acting in a business capacity are not privileged. This ruling may foreshadow a trend that threatens electronic communications between corporate and in-house counsel, as well as the modern role of corporate counsel in heavily regulated industries. For more info, see this memo from our “Attorney-Client Privilege” Practice Area.

Associate Salary Survey Shows Many Top $200K

Typically, we don’t cover this type of topic in this blog (as it’s well-covered in many others) – but this American Lawyer survey is a jaw dropper…

[What in the world are they putting in Snowball’s birdfeed?]

Broccoli Governance? I Kid You Not

Over the past five years, the governance movement surely has grown beyond anyone’s imagination. In fact, it has grown so much that the predictable backlash against Sarbanes-Oxley has gained traction on Capitol Hill. However, governance has grown far beyond the dicates of Sarbanes-Oxley.

“Governance” is now applied to areas far beyond the boardroom. For example, here are a number of Capability Maturity Models that are supposed to represent governance models of various business processes. There even is a reference to broccoli!

This is what has happened to governance. It has become a buzzword – many use the term indiscriminately, attaching adjectives to it (such as IT Governance, Project Governance, etc.). Quite a few governance definitions have started to take on a life of their own, without any connection to the original meaning and usage – so that it gets to the point where one can’t assume that everyone is talking about the same thing, even when using the same term.

This is not happening so much for those of us dealing with corporate board governance; rather, it’s happening in those areas where “governance” really doesn’t exist, yet has become a part of the daily vernacular. I’m not sure this really is all that bad, I just worry about those processing my broccoli are fussing too much over it…

– Broc Romanek