Different roles of lawyers Flashcards
A lawyer whose client is a corporation owes a duty of loyalty to:
her duty is to the corporation itself only
If the lawyer for an organization learns that an employee has violated a law, the violation might be imputed to the organization, and the violation is likely to cause substantial injury to the organization, the lawyer must do the following first:
Report the violation to a higher authority at the organization (or the highest authority, e.g., the board of directors); however, she may choose not to report it if she reasonably believes that the organization’s best interests do not require the violation to be reported
Under the Sarbanes-Oxley Act, if a securities lawyer becomes aware of credible evidence that her client is ( ) a federal or state securities law, she ( ) report the evidence to her client’s chief legal officer or chief executive officer.
If a securities lawyer becomes aware of credible evidence that her client is materially violating a federal or state securities law, she must report the evidence to her client’s chief legal officer or chief executive officer.
Note that the same reporting duty applies to credible evidence that one of her client’s personnel has breached a fiduciary duty under federal or state law or has committed a “similar material violation” of federal or state law.
Note that she does not have discretion to report it (she must, not may do so). The violation, however, needs to be material; a nonmaterial violation is not required to be reported.
May a lawyer volunteer advice to a client?
Yes, a lawyer may volunteer advice, but is not obligated to
Is “puffing” (i.e., exaggerating) of a client’s position during negotiations allowed?
Yes, unless the statement is considered a statement of material fact
If a lawyer is serving as a third party arbitrator, do the legal ethics rules apply?
Yes, the legal ethics rules apply in addition to other codes of conduct for arbitrators
In a criminal matter, is a prosecutor required to disclose evidence that tends to negate guilt?
A prosecutor must timely disclose to the defense all evidence and information known to the prosecutor that tends to negate the guilt of the accused or mitigate the degree of the offense. This is true even if the defense could have discovered the evidence on its own.
A lawyer for a corporation discusses a matter with the corporation’s employee and decides that the employee and the corporation have conflicting interests with respect to the matter. The lawyer should
Caution the employee that she represents the corporation, not the employee
A lawyer representing a corporation learned that its vice president is violating bribery laws and that violation may be imputed to the corporation. The lawyer reported the violation to the organization’s highest authority, but the highest authority failed to take timely, appropriate action. The lawyer ( ) report the relevant information to appropriate persons outside of the organization.
May. he lawyer is not required to report the violation, nor is she prohibited from doing so
If a securities lawyer becomes aware of credible evidence that her client is materially violating a federal or state securities law, she must report the evidence to her client’s chief legal officer. If the chief legal officer concludes that a violation occurred, he must take all reasonable steps to get the client to make an appropriate response. However, if the securities lawyer believes that the chief legal officer did not obtain an appropriate response from the client, under the Sarbanes-Oxley Act, she
Must report the evidence to one of the following: (1) the client’s whole board of directors, (2) the audit committee of the board, or (3) a committee made up of outside directors.
Note that the next step is to report it to the board or one of the committees listed above, not the Securities and Exchange Commission.
Is a lawyer allowed to give nonlegal advice to a client?
Yes, when the nonlegal advice is relevant to the client’s situation
A lawyer may evaluate his client’s affairs for use by a third party only if:
if the lawyer reasonably believes that making the evaluation is compatible with the lawyer’s other responsibilities to the client.
There is no requirement that the client review the evaluation and consent in writing before the evaluation is provided to the third party. Nor is there is a requirement that the issue between the client and third party be undisputed.
When a lawyer acts as a third party neutral (e.g., a mediator), is an attorney-client relationship formed with any of the parties?
No, and the lawyer must warn that the attorney-client privilege does not apply to communications between them
A prosecutor’s failure to disclose evidence that would exculpate a criminal defendant deprives the defendant of
Failure to disclose material information may deprive the defendant of due process.
The lawyer for an organization may represent both the organization and its officers provided that
provided that none of the represented officers signs the consent to the conflict on the corporation’s behalf