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- The Ethics of Representing Organizations: Legal Fictions for Clients is a must-read for any practitioner seeking the most up-to-date authority on the ethics of representing organizations
- Renowned and respected authors Fox & Martyn have combined their extensive legal expertise in legal ethics and corporate law to construct one sapient volume
- This text not only outlines ethical duties for lawyers, but also the strategic remedies and suggestions for ethical problems as they arise
- Informal and efficient stylistic layout makes this a unique and highly practical treatise, coalescing all vital practitioner information on legal ethics into one accessible reference.
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 owedclients: 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.
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)
Lawrence J. Fox is a partner at Drinker Biddle & Reath where he specializes in corporate and securities litigation; he has published extensively in the field of ethics and is known as a leading expert on the topic.
Susan J. Martyn is the Stoepler Professor of Law and Values at the University of Toledo College of Law, where she teaches Legal Ethics, Bioethics & Law, and Health Care Provider Liability; she too has published extensively on the issue of legal ethics.
"In this illuminating and provocative book, Professors Fox and Martyn lay out useful guideposts to help lawyers navigate through the complexities, conundrums and uncertainties that stem from representing organizational clients. Through clear exposition of real-world dilemmas and thoughtful analysis of possible solutions, The Ethics of Representing Organizations will serve as an invaluable and thought-provoking resource for even the most experienced lawyers. Readers of this book will have a considerable advantage in meeting professional obligations and their clients' expectations. The authors have provided a work of scholarly merit and practical benefit to individual lawyers and the legal profession as a whole."
---Kenneth C. Frazier
President, Global Human Health
Merck & Co., Inc.
