Picture it: You return to your desk from lunch on a typical Tuesday afternoon, and you have a message from the senior manager of one of your company’s most lucrative business units. The chief of the business unit informs you that she received a call from an attorney at the local Securities and Exchange Commission office. The message says that the SEC has opened a civil investigation and would like to chat with the manager about a series of recent transactions involving two of your company’s top customers. The meeting would be informal and off the record, the government enforcer emphasizes They just want to have a talk, to gather some background information.
The question of what to do next has plagued in-house lawyers for generations. You first breathe a sigh of relief that the manager heeded years of admonitions from the general counsel’s office imploring employees never to communicate with government lawyers or investigators before first speaking with a company lawyer. The next step, however, is a bit more difficult. Do you return the SEC lawyer’s call yourself, or do you retain experienced outside counsel to make the call for you?
