基本説明
The legal representation of an organization requires an attorney to consider any number of special professional-responsibility issues. This book is designed to aid attorneys - whether in the representation as outside counsel or as in-house counsel.
Full Description
The Ethics of Representing Organizations: Legal Fictions for Clients The first half of the book explores professional responsibility issues from the perspective of the lawyer's duty to represent clients zealously within the bounds of the law. It examines the fiduciary and other ethical duties lawyers owe to their clients in the context of representing legal fictions, which includes the identification of an entity client, followed by what the authors call "the five C's," or fiduciary duties owed clients: competence, communication, client control, confidentiality, and conflict resolution. The authors then detail the legal bounds beyond which lawyers cannot pass in representing clients, paying careful attention to crimes and frauds, as well as duties imposed by tribunals and obligations of fairness to third parties. This section concludes with an examination of the various legal remedies clients and third parties may seek for breaches of lawyer obligations, including professional discipline, malpractice, disqualification, fee forfeiture, procedural sanctions and criminal accountability.
The second half of the book is devoted to the ethical problems that arise in particular organizational settings. Publicly held companies, not for profits, unincorporated associations, partnerships and business start-ups all raise their own special ethical dilemmas, and each is considered in turn. Finally, the authors offer a checklist of "do's and don't's," special practice-oriented pointers that a lawyer for any organization should keep in mind. On a stylistic note, the approach of the book is relatively informal-in comparison to a standard legal treatise-and uses a question-and-answer format designed to make the book as practical, accessible and informative as possible. That said, ample footnotes provide authority where appropriate and lead the reader to suggestions for more in-depth study.
Contents
PART ONE: UNDERSTANDING THE LAW GOVERNING LAWYERS; CHAPTER 1: WHO IS YOUR CLIENT?; CHAPTER 2: FEES; CHAPTER 3: COMMUNICATION; CHAPTER 4: CONTROL; CHAPTER 5: COMPETENCE; CHAPTER 6: CONFIDENTIALITY; CHAPTER 7: CONFLICTS; CHAPTER 8: LIMITS OF THE LAW; CHAPTER 9: REMEDIES; PART TWO: REPRESENTING SPECIFIC LEGAL FICTIONS; CHAPTER 10: GOVERNMENT LAWYERS (INCLUDING PROSECUTORS); CHAPTER 11: PUBLICLY HELD COMPANIES (INCLUDING DERIVATIVE SUITS); CHAPTER 12: PRIVATELY HELD COMPANIES; CHAPTER 13: NON-PROFITS (INCLUDING PUBLIC INTEREST REPRESENTATION); CHAPTER 14: UNINCORPORATED ASSOCIATIONS (INCLUDING LABOR UNIONS, AND JOINT VENTURES?); PART THREE: CONCLUSION: NAVIGATING THE LEGAL FICTION; CHAPTER 15: THE CHECKLIST; 1. IDENTIFY YOUR CLIENT (CHAPTER 1); 2. CLARIFY YOUR FEE (CHAPTER 2); 3. OBSERVE THE 5 C'S (CHAPTERS 3-7); 4. KNOW THE LIMITS OF THE LAW (CHAPTER 8); 5. UNDERSTAND CLIENT AND THIRD PARTY REMEDIES (CHAPTER 9); 6. OBSERVE SPECIAL RULES THAT GOVERN SPECIFIC ORGANIZATIONAL CLIENTS: (CHAPTERS 10-14)
