DealLawyers.com Blog

December 15, 2004

Attention SOX Frenzy Whippers Loving

Loving a good debate and an “open dialogue” I was pleased to receive an important reaction to my recent posting about directors retaining separate counsel to conduct separate due diligence during an acquisition. The response came from a senior west coast based executive who suggested that separate due diligence counsel “might reaffirm a suspicion in some minds that much of the Sturm und Drang surrounding Sarbanes-Oxley is being whipped up by the service providers in their own interests without verifiable commensurate value to the stockholders… [and] I do get bombarded with stuff, and my Board members do too, that sometimes makes me want to pull my hair out. For many of us on the business side, there is a sense of piling on…. [but] outside of this one small lapse, I always enjoy yours and Wilson’s insights. Thanks!”

Is he merely saying what we’re all thinking?