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  • Print publication year: 2014
  • Online publication date: October 2014

11 - Representing corporations: lawyers as gatekeepers?

Summary

Up in the air

LVP, Pty., is an Australian manufacturer of advanced lithium cobalt oxide batteries for electric cars, located in Newcastle, New South Wales. Recently, it developed a battery for aerospace use and won a contract to supply BoeBus, a multinational aircraft manufacturer, with batteries for use on its new jetliner. Largely due to this contract, LVP has turned around its financial performance and is beginning its second profitable year. You are the general counsel of LVP. One evening at dinner, an engineer with the company, who is an old friend from your university days, confided to you that she feared the worst. She was convinced that the batteries may be prone to a condition called thermal runaway, which would cause them to overheat and even catch fire under some circumstances. Although the batteries passed all applicable design and safety standards when LVP won the contract with BoeBus, the company’s recent tests caused the engineer to believe that thermal runaway could occur if unusual demands were placed on the airplane’s electrical power system. The new BoeBus plane includes advanced electrical systems that might place heavy loads on the batteries. An in-flight fire, particularly the kind of rapidly accelerating fire characteristic of lithium-ion batteries, would almost certainly have catastrophic consequences. Your friend said she had informed the company’s president of the research but had been told not to discuss it with anyone else.

Ferren, John, “The Corporate Lawyer’s Obligation to the Public Interest,” Business Lawyer 33: 1253–69 (1978)
Parker, Christine and Evans, Adrian, Inside Lawyers’ Ethics (Cambridge: Cambridge University Press 2007), ch. 9.
Vaughan, Diane, The Challenger Launch Decision: Risky Technology, Culture, and Deviance at NASA (Chicago: University of Chicago Press 1996).
Corporate Lawyers Committee, Handy Hints for In-House Counsel (2012)
Lincoln Saving & Loan Association v. Wall, 743 F. Supp. 901, 920 (D.D.C. 1990).
Balla v. Gambro, Inc., 584 N.E.2d 104 (Ill. 1991)
Coffee, Jr. John C., “The Attorney as Gatekeeper: An Agenda for the SEC,” Columbia Law Review 103: 1293–1316 (2003), p. 1296.
Pacific Investment Management Company LLC v. Mayer Brown LLP, 603 F.3d 144 (2d Cir. 2010)
Davis, Evan A., “The Meaning of Professional Independence,” Columbia Law Review 103: 1281–92 (2003), p. 1283.
Koniak, Susan P., “When the Hurlyburly’s Done: The Bar’s Struggle with the SEC,” Columbia Law Review 103: 1236–80 (2003), p. 1249.
Fox, Lawrence J., “The Fallout from Enron: Media Frenzy and Misguided Notions of Public Relations Are No Reason to Abandon our Commitment to Our Clients,” Illinois Law Review 2003: 1243–59.
Anders v. California, 386 U. S. 738, 744 (1967).
Smith v. Robbins, 528 U. S. 259 (2000)
Rhode, Deborah L., In the Interests of Justice: Reforming the Legal Profession (Oxford: Oxford University Press 2000), p. 50.
Kahneman, Daniel, Thinking, Fast and Slow (New York: Farar, Straus & Giroux 2011), pp. 322–23.
Sarat, Austin, “The Profession Versus the Public Interest: Reflections on Two Reifications,” Stanford Law Review 54: 1491–99 (2002), p. 1498
Upjohn Corp. v. United States 449 U. S. 383 (1981).
Glendon, Mary Ann, A Nation under Lawyers (New York: Farrar, Straus & Giroux 1994), p. 35
Weber, Max, “Bureaucracy,” in Gerth, H. H. and Mills, C. Wright, ed. and trans., From Max Weber: Essays in Sociology (Oxford: Oxford University Press 1946), p. 214.
Jackall, Robert, Moral Mazes: The World of Corporate Managers (Oxford: Oxford University Press 1988), p. 20.
Bazerman, Max H. and Tenbrunsel, Ann E., Blind Spots: Why We Fail to Do What’s Right and What to Do About It (Princeton: Princeton University Press 2011), pp. 14–16.
Tenbrunsel, Ann E. and Messick, David M., “Ethical Fading: The Role of Self-Deception in Unethical Behavior,” Social Justice Research 17: 223–36 (2004).
Darley, John M., “The Cognitive and Social Psychology of Contagious Organizational Corruption,” Brooklyn Law Review 70: 1177–94 (2005).
Luban, David, “The Ethics of Wrongful Obedience,” in Legal Ethics and Human Dignity (Cambridge: Cambridge University Press 2007).
Janis, Irvin, Victims of Groupthink: A Psychological Study of Foreign Policy Decisions and Fiascoes (Boston: Houghton-Mifflin 1972).
Langevoort, Donald C., “The Epistemology of Corporate-Securities Lawyering: Beliefs, Biases, and Organizational Behavior,” Brooklyn Law Review 63: 629–76 (1997).