YOU NEED A LAWYER TO RUN YOUR LAW FIRM BLOG

The question is – a little off topic, but do you need a lawyer to run your law firm blog? I do have some experience on this topic.

And the answer is “yes,” if you want the blog to be anything more than just articles written by the firm’s lawyers.

In other words, if you want to use the blog more effectively, and have a more structured and targeted marketing plan,

-such as by linking relevant materials from other sources,
-or possibly by adding comments to those materials,
-or by cross-marketing other firm services and practice areas,

then, yes, you need someone with a strong, broad legal background who understands how to do that with the lawyers and with the legal practice areas and topics involved.

By running the blog I mean active involvement and oversight.

Of course that doesn’t mean that the lawyer is the only person involved in running the blog. Non-lawyer professionals also co-run and help with the blog and with the marketing plan and effort.

It all depends on the size of the firm and the effort that the firm decides to put into the blog.

What about a new 1 to 5 year lawyer, can that person run your blog? The answer is maybe. It really all depends on:

-the lawyer’s knowledge about the firm’s different practice areas that are going to be used in the blog,
-the lawyer’s writing abilities, and good discretion and trustworthiness with the law firm’s outside image and reputation, and
-how important the blog is to the firm, its marketing efforts, and its image and reputation.

That’s all for now. You can find additional information on my blogs at http://directorofficernews.com and http://californiaestatetrust.com. Thanks for reading. Dave Tate, Esq. (San Francisco)

 

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Steve Sarkisian sues USC over his firing, claiming school didn’t accommodate his disability

Sarkisian

Sourced through Scoop.it from: www.sbnation.com

Dave Tate, Esq. comments. Now this is an interesting lawsuit. I don’t recall seeing this type of lawsuit before – by someone in a leadership or executive position like Coach Sarkisian arguing entitlement to a reasonable accommodation under the ADA or FEHA, or both, for possible alcoholism. I’m just talking off the top of my head. He may have an argument; however, I don’t know the terms of his employment contract, the team wasn’t performing well, and it would not necessarily be unusual for an employer such as USC to fire someone for cause, i.e., not based on discrimination, but based on how the program, team and season were progressing and being run. But what if alcoholism was a contributing factor to the program, team and season problems? I need to further consult my ADA/FEHA reasonable accommodation materials. More to follow, I’m sure, as this story generates news.

Advisory report on TDSB identifies numerous structural problems dating back to 1998

The review panel, led by former Toronto mayor Barbara Hall, identified such problems as micromanaging trustees who stay in office too long to streaming that puts a disproportionate number of wealthier kids into academic courses to a culture at board headquarters that separates top administrators into an ‘in-crowd’ and an ‘out-crowd’

Sourced through Scoop.it from: www.theglobeandmail.com

Dave Tate, Esq. comments. You might ask why I have forwarded this article. No, I’m not directly interested in Toronto school board matters. But the article, and the evaluation of the board, point to issues that are relevant to a lot of boards which have significant problems and issues. So, its a good discussion to consider in light of your board. And, isn’t that a huge school system, 600 schools and 232,000 students.

Yahoo board is the latest focus of troubled company

The fate of Yahoo may rest on nine people, many of whom has been conspicuously quiet the past few years.

Sourced through Scoop.it from: www.usatoday.com

Dave Tate, Esq. comments. This is a very interesting discussion. At least some of it is true – Yahoo still needs a better, workable strategy in a very competitive and always changing industry. But it does appear that some improvements have been made. That aside, the possible relationships between the board members and with the CEO may indicate a lack of independence, legally. You do need to be careful with what you say and assume, and not jump to conclusions – let’s just say that there are or might be possible issues that should be looked at, along with director qualification to help formulate strategy. Strategy has been the primary issue for a long time.  

New Glass Lewis 2016 Proxy Season Guidelines – Audit Committee Recommendations – Agree And Disagree

The below link is for the Glass Lewis 2016 proxy season guidelines. I will be using and discussing some of these provisions in future blog posts, particularly the provisions pertaining to the audit committee and risk management. While I agree with some of the Glass Lewis guidance, there are provisions with which I certainly disagree. You might agree or disagree with me. For example, and there are many examples, I have previously stated that I disagree with some of the guidelines in which Glass Lewis states that it will recommend voting against an entire audit committee – generally, in many situations a recommendation against an entire committee ignores or entirely discounts the actions of the individual committee members. Additionally, for example, whereas Glass Lewis acknowledges that the role of the audit committee is to monitor and oversee complicated accounting and internal control areas, areas in which other people are directly involved whereas the audit committee definitely is not directly involved but must substantially rely on information and actions by other people, Glass Lewis nevertheless states that it will recommend voting against:

  • All members of an audit committee when it has been disclosed that a law enforcement agency has charged the company and/or its employees with a violation of the Foreign Corrupt Practices Act (FCPA).

Such a recommendation is like holding each audit committee member directly responsible for a charge that the FCPA has been violated. The audit committee and its members are responsible for spotting red flags and making sure that processes and procedures are in place, but in most situations they cannot be directly responsible for fraudulent or bribery actions by some person in some foreign country, or even in the United States.

The following is the link to the new Glass Lewis guidelines:

http://www.glasslewis.com/assets/uploads/2015/11/GUIDELINES_United_States_20161.pdf

PCAOB – SEC – Grant Thornton – ALC/Broadwind – Game Changers, If It Continues

The PCAOB is causing a change in the auditing profession, and for those in the auditing profession who aren’t changing, they really must change or eventually they will be out of a job. The change, however, will only continue as long as the PCAOB continues to seriously evaluate auditing firm practices and diligence, and publish its findings or opinions. In a very specific area, auditing firm practices and diligence in specific audits, the PCAOB has been very hard-hitting by traditional standards. While you might agree or disagree with some of the PCAOB’s findings or opinions in certain audits, it must be, or should be embarrassing for the auditing firms and the auditors involved and also career and business impacting.

After many years of being involved in lawsuits and issues relating to liability, litigation, duties and responsibilities, I have concluded that in most circumstances people simply don’t change their practices or the way in which they do things unless they are in some manner forced to change. For example, they might be forced to change because of the serious and actual possibility of punishment (jail time or high dollar liability), a new specific law, statute, regulation or rule change, a professional organization that sets a new specific leading standard, serious impact upon business getting, or strong public or community expectations (which also might cause a serious impact on business getting or personal reputation). Take risk management, for example, only relatively recently there are now requirements that boards, or audit committees, or other committees and people perform risk management, and there are starting to be public or community expectations in that regard. Yes, those are changes that have effect. On the other hand, the changes aren’t “specific,” and we haven’t seen the serious and actual possibility of punishment for failure to perform – the liability exposure is still for an accident that occurs, not for the specific failure to perform or try to perform reasonably prudent, business judgment rule, risk management.

Let me get back to the specific situation at hand, the recent SEC action against Grant Thornton and two of its partners for their audits of ALC and Broadwind. And to settle the matter the SEC obtained an admission of fault from Grant Thornton. That admission of fault is a big deal.

The SEC has not traditionally required an admission of fault. Typically the order or finding says something like “without admitting liability or fault . . . . “ I contend that the SEC really only should bring cases where they have sufficient evidence of significant wrongdoing and they really believe that they can obtain in settlement or at trial an admission or a finding of fault. This business of bringing and settling cases where the SEC extracts a settlement without fault, simply for payment of money or probation, is unimpressive and is a waste of governmental time and resources, as is also a finding that there was a violation of accounting or internal controls as that violation can be found or argued in every case that the SEC brings. It’s like the SEC is simply perpetuating its own existence, and isn’t really helping stockholders – instead, it’s just the SEC going through the paces. I would argue that the SEC much better overall serves stockholders by actively prosecuting serious cases, fully, on serious charges and evidence.

So, let me get back to the specific situation at hand. The PCAOB has set a new standard and tone with the manner in which it investigates and then publicly reports its findings and opinions. That new standard and tone will only continue, however, as long as the PCAOB continues with this approach. The SEC might now be setting a new standard if it concentrates its resources on bring cases where they have sufficient evidence of significant wrongdoing and they really believe that they can obtain in settlement or at trial an admission or finding of fault. That would force a game change. In addition to the actions of the PCAOB, the SEC would cause, or force, the auditors to up their game, significantly. The result will impact audit quality and reliability to the benefit of the investing public. Those actions also will or should cause boards and audit committees to up their games. Notice that I did not say that it will “force” boards and audit committees to up their games, and I also did not say that those actions will or should cause boards and audit committees to up their games “significantly.”

The obvious truth is that in the underlying facts in these cases there are many players who are, or who could be, or perhaps should be involved, including, for example, internal audit and the chief internal auditor, the board, the audit committee, the risk committee if there is one, in-house general counsel, the chief risk officer and the risk management function, the CFO, possibly the CEO, possibly the COO, the external auditor, possibility the regulators, possibly external legal counsel, et seq. And this is also why the SEC really should concentrate its resources on serious cases that will cause or force everyone to up their games. There will be an effect throughout, not simply for the direct entities involved.

Some people won’t like what I am suggesting, i.e., that the SEC should expand the players that it looks at, but in fact I’m also advocating for the SEC to stop with the patsy or less serious cases, and instead concentrate on the serious ones and then really look at the involvement of lack thereof of everyone. That also doesn’t mean that everyone is at fault or liable, or that an admission can be or should be obtained by everyone. That would be a ridiculous position – of course not everyone is at fault. But, there should be a discussion about more of the players and what they did or did not do. Ok, Grant Thornton admits that it did not properly perform the two audits in question – Grant Thornton is a good auditing firm, and you can bet that they will up their game – but Grant Thornton is only the external auditor, it had no involvement in the actual wrongdoing – so the SEC should also be looking at the extended list of players that I have listed above, and by doing so the SEC, and the PCAOB, will cause or force everyone to up their game. No one in those positions wants to be embarrassed or liable for wrongdoing. You can bet that if I’m on a board, or on an audit committee, if something unexpected occurs, and, yes, things that are unexpected do occur even without fault, I don’t, however, want to be embarrassed in hindsight if it looks like I did not perform or try to perform prudent oversight, or prudent business judgment, processes and practices.