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15 - Do Lawyers Make Good Gatekeepers?

from Part IV - Alternative Regulatory Regimes

Published online by Cambridge University Press:  20 October 2022

Arthur B. Laby
Affiliation:
Rutgers University, New Jersey School of Law
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Summary

As we approach the twentieth anniversary of the Sarbanes–Oxley Act of 2002 (Sarbanes–Oxley), which sought to prevent future frauds such as Enron and WorldCom, it makes sense to revisit one of the statute’s most controversial provisions. Section 307 of Sarbanes–Oxley gave the US Securities and Exchange Commission (SEC) sweeping authority to establish “minimum standards of professional conduct” that would enable it to discipline lawyers “appearing and practicing before the [SEC] in any way in the representation of [public] issuers.”1 Specifically, section 307 ordered the SEC to implement regulations requiring lawyers who encounter “evidence of material violation” of law to report such evidence up the corporate ladder to the full board or an appropriate committee thereof, if necessary, to ensure that “appropriate remedial measures or sanctions” are taken.2

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Publisher: Cambridge University Press
Print publication year: 2022

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