Law.com brings us this National Law Journal report that a record number of corporate general counsel have been charged with or have pleaded to civil or criminal fraud this year, and the year isn’t even over. What is this record number? Ten! Can you believe that? At this rate, it could be thirteen before the year is out. Fourteen, even! It’s an epidemic. It’s a tsunami. It’s going to bring down the profession, I tell you. Maybe the whole economy.
Obviously, what’s needed is a General Counsel Shield Law, which would allow publicly traded companies to disseminate information to the public without having to tell anyone where the information came from. If Congress does not provide protection for these GC’s, they are certain to be more careful about the representations they make about their companies. That would be bad for the public, not to mention the trade press, because it would diminish the free flow of information. Sure, sometimes the things they say are false, and sometimes their statements are calculated to dupe the public into thinking more highly of their employers than they deserve. And sometimes innocent investors may lose their entire life savings and be left destitute when a GC’s misstatements are reported widely in the press. But still: Public discussion is an end in itself. If we were to start going around distinguishing between true statements and false ones, and holding people accountable for the difference, there is no telling what harms we might inflict on our free press, the watchdogs – nay, the guardians – of our republic.
Write — no, call! — your Congressman or Senator today. Hey, come to think of it, another version of the Free Flow of Information Act (S.2035) is being marked up by the Senate Judiciary Committee this Thursday (Oct. 4). Maybe the Senate will consider an amendment to keep the information flowing from corporate GC’s regardless of whether it is true or not. (The current version of the legislation may already do that, as long as the GC is savvy enough to leak the fraudulent misrepresentations to a reporter anonymously. But why not come right out and make it explicit in the statutory text?)