미국 법규상 기업 내 위법행위와 기업변호사 윤리 그리고 그 함의

Abstract

In 2007 a lawyer named Kim Yong Chul, Former Chief Legal Officer in

Samsung Group, disclosed a series of alleged violations of laws committed by

the Group authorities and his involvement thereof during his term of office,

which stirred up a heated controversy over the role and ethics of business

lawyers among lawyers and scholars in Korea. This article tries to find out what

is the right way in which business lawyers should behave themselves when they

come to know the material violation of law committed by the constituents of an

organization they represent. By tracing the enactment of the Sarbanes-Oxley Act

of 2002 (SOX) and the Part 205 of Code of Federal Regulation and the

amendment of the American Bar Association (ABA) Model Rules of Professional

Conduct (hereinafter the Rules), this article shows the scope of the issues and

their conclusions, which are expected to give us useful implications in amending

the Korean Bar Association (KBA) Ethics Code of Lawyer (KBA Code)

Right after the collapse of the Enron, the U.S Congress enacted SOX, to

restore integrity to the U.S. capital market by promoting corporate responsibility,

accountability and transparency, section 307 of which is dealing with the rules of

professional responsibility for attorneys, giving a mandate for the Security and

Exchange Committee (SEC) to work out rules to regulate lawyers appearing and

practicing before the SEC. The SECs Standard of Professional Conduct (17

C.F.R. 205) requires the attorney who knows the evidence of material violation

of law to report the evidence to the chief legal officer (mandatory reporting up)...