Welcome to the Texas Women Lawyers' Archive.
 

Newsletter for January 2005 (pdf format) 

Newsletter for February 2004 (pdf format) 

Newsletter for September 2003 (pdf format)
 

Texas Women's Coalition Testifies About Health Textbooks and Sexuality Education—On September 8, Texas Women's Coalition Administrator Heidi Gerbracht delivered testimony to the Texas State Board of Education at a public hearing regarding the adoption of health textbooks. The Board of Education is charged with deciding whether textbooks meet the Texas Essential Knowledge and Skills curriculum, otherwise known as TEKS. The four health textbooks being considered by the Board did not include vital information on sexuality education, including information about barrier protection and contraceptives, that is mandated by state law. This issue has ramifications beyond Texas, because textbooks adopted by the state of Texas, which is one of the largest markets for textbooks, are often subsequently sold to other states. It is critically important that teens receive factual information on how to protect themselves from unintended pregnancy and sexually transmitted diseases. The State Board of Education will vote to approve or reject these textbooks on November 5 . We will keep you posted on the results. 

GENDER ON TRIAL:  SEXUAL STEREOTYPES AND WORK/LIFE BALANCE IN THE LEGAL WORKPLACE

by Holly English.  Law Journal Press, 2003

Holly English, Esq., a former practicing attorney and founder of the Values at Work consultancy, has written an important book that should be on the "must-read" list of every attorney interested in work/life balance for women and men.

BOOK  DESCRIPTION
In this post-sex discrimination era, what plagues men and women in legal workplaces are intractable gender stereotypes.  Scenes they thought were on the ash heap of history – executive teams and management committees with no women; women who resent ambitious females; men unable to take reduced hours; sexist jokes; a hesitancy to hire women because they may get pregnant and leave – remain stubbornly alive.  A compelling and important new book reveals the tenacious grip these fixed stereotypes retain on our cultural imagination  -- and what can be done to loosen their hold.

In Holly English's Gender On Trial: Sexual Stereotypes and Work/Life Balance in the Legal Workplace, nearly two hundred lawyers from around the country – as well as psychologists, consultants and recruiters – testify to what life is really like for men and women who work shoulder-to-shoulder in legal workplaces.  With a focus on law firms, along with in-house legal departments, government offices, and public interest organizations, the book creates an indelible oral history of a profession still struggling with persistent stereotypes governing sexuality, competence, ambition, personal style, leadership, honesty, motherhood and fatherhood.

The book describes how people react to prescribed roles: some by conforming, others pushing the boundaries, and a few flouting them all together.  Original concepts such as "genderation gap,"  "underground harassment,"  "story making," the "wishful thinking trap ," and the "expectations gap" shed new light on an area that's been examined at length but foundered for lack of innovative insights and solutions.

Uniquely for this genre of books, the male viewpoint is as prominent as the female's.  The author tells how lawyers combat rumors in the workplace to avoid speculation about sexual wrongdoing.  She explores how women can "be he boss" in the face of hostile attitudes, and questions why shy, deferential men are marginalized, suggesting ways to achieve greater workplace acceptance for them.  She also chronicles why even seasoned female practitioners face a "second glass ceiling."  The book explains why full timers and part timers find so little common ground, and why people working reduced hours while raising children are considered "slackers" lacking "commitment."  On these issues and many more, Ms. English presents a 360-degree picture of where we stand. 

Practitioners share specific tips, with hundreds of eye-popping anecdotes, about how they handle the confines of gender roles.  They explain how individuals can be change agents within their workplaces, working to help a colleague, change a policy, and in the end, make a difference.

Written about lawyers, but accessible for people in all professions and industries, Gender on Trial tells how to increase options, so that people can act according to their individual personalities and attributes, and less because society expects men to act one way and women another.  In meticulously illuminating the cultural evolution of gender politics in the legal workplace over the past generation, Ms. English prescribes innovative new models to help realize the vision of a workplace free of gender bias. 

HOW TO GET YOUR OWN COPY
Order your copy at http://LawyersLifeCoach.com/resources.html or at www.lawcatalog.com
 
 

Preliminary Report of the ABA Task Force On Corporate Responsibility
© Copyright 2002 American Bar Association

EXHIBIT A 

SUMMARY OF RECOMMENDATIONS38 

Recommendations Relating to Internal Corporate Governance 

Recommended Standards for Public Companies 

1. A Board of Directors should include a substantial majority of independent directors, with independence being defined in a manner consistent with recent listing standard proposals for the New York Stock Exchange. 

2. A corporate governance (or equivalent) committee composed entirely of independent directors should be responsible for identifying and contacting potential independent directors. 

3. The audit committee should consist entirely of independent directors, and should have authority to recommend or take action with respect to engaging and removing the outside auditor, engaging independent accounting and legal advisers when deemed necessary or appropriate, and establishing policies relating to non-audit services by the outside auditor and other matters that may affect the outside auditors independence. 

4.   The compensation committee should consist entirely of independent directors, and should have authority to recommend or take action with respect to determining senior executive officer compensation and engaging independent executive compensation and legal advisers when deemed necessary or appropriate. 

5.   The corporate governance committee should recommend a corporate code of ethics and conduct including establishing a mechanism for communication to independent directors of information about material violations of law and breaches of duty to the corporation. 

6. A committee of independent directors should approve all material transactions with a director or executive officer, upon specific determinations of fairness, rationale for dealing with a related party rather than a third party, and appropriate public disclosure. 

38 This summary is solely intended to facilitate comment, and is in all respects qualified by the full text of the recommendations in the body of the report.

7. The Board should adopt procedures for routine held, executive session meetings between the corporate governance and/or audit committees and the corporate officers (e.g., general counsel, chief internal auditor, chief compliance officer) responsible for implementing internal controls. 

Recommended Governance Enhancements for Boards of Directors of Public Companies 

1. Consider use of "lead" independent director or independent Board chair, and adoption of processes for agenda setting and information distribution. 

2. Consider policies establishing term limits or rotating chair/membership of corporate governance, audit and compensation committees, and the number of board and committee memberships. 

3. Maintain a program of director training and education. 

4. Adopt procedures for evaluating effectiveness of meetings, information flow, diversity of director experience and contributions of individual directors. 

Recommendations Relating to Lawyer Responsibilities and Conduct 

Proposals to Amend the Model Rules of Professional Responsibility: 

1. Amend Rule 1.13 to require the lawyer to pursue remedial measures for misconduct whether the problem is related to the representation or learned through the representation and to communicate with higher corporate authority where other efforts fail to prevent or rectify the problem, to make clear that disclosure of confidential client information to higher authority within the corporation does not violate Rule 1.6, and to revise language that discourages lawyers from communicating with higher corporate authorities.

2. Extend permissible disclosure under Rule 1.6 to reach conduct that has resulted or is reasonably certain to result in substantial injury to the financial interests or property of another, and require disclosure under Rule 1.6 to prevent felonies or other serious crimes, including violations of the federal securities laws, where such misconduct is known to the lawyer

3. Expand Rules 1.2(d), 1.13 and 4.1 to reach beyond actual knowledge to circumstances in which the lawyer reasonably should know of the crime or fraud

4.  Improve the linkage among the Model Rules relating to the obligations of a lawyer faced with illegal conduct or breach of fiduciary duty in representing a corporate client.

Proposals for Establishing Lines of Communication by General Counsel and Outside Counsel 

1.  Corporations should adopt a practice whereby general counsel meets routinely and periodically, privately, with one or more independent directors, to facilitate Board attention to potential violations of law by and  breaches of duty to the corporation. 

2.  All engagements of outside counsel should establish at the outset a direct I line of communication with general counsel through which outside counsel r' should inform the general counsel of violations/potential violations of law and duty to the corporation

EXHIBIT B 

SELECTED MODEL RULES OF PROFESSIONAL CONDUCT 

SCOPE OF REPRESENTATION

RULE 1.2 ABA MODEL RULES OF PROFESSIONAL CONDUCT 

(a) Subject to paragraphs (c) and (d), a lawyer shall abide by a client's decisions concerning the objectives of representation and, as required by Rule 1.4, shall consult with the client as to the means by which they are to be pursued. A lawyer may take such action on behalf of the client as is impliedly authorized to carry out the representation. A lawyer shall abide by a client's decision whether to settle a matter. In a criminal case, the lawyer shall abide by the client's decision, after consultation with the lawyer, as to a plea to be entered, whether to waive jury trial and whether the client will testify. 

(b) A lawyer's representation of a client, including representation by appointment, does not constitute an endorsement of the client's political, economic, social or moral views or activities. 

(c) A lawyer may limit the scope of the representation if the limitation is reasonable under the circumstances and the client gives informed consent. 

(d) A lawyer shall not counsel a client to engage, or assist a client, in conduct that the lawyer knows is criminal or fraudulent, but a lawyer may discuss the legal consequences of any proposed course of conduct with a client and may counselor assist a client to make a good faith effort to determine the validity, scope, meaning or application of the law. 

CONFIDENTIALITY OF INFORMATION 

RULE 1.6 ABA MODEL RULES OF PROFESSIONAL CONDUCT 

(a) A lawyer shall not reveal information relating to the representation of a client unless the client gives informed consent, the disclosure is impliedly authorized in order to carry out the representation or the disclosure is permitted by paragraph (b). 

(b) A lawyer may reveal information relating to the representation of a client to the extent the lawyer reasonably believes necessary: 

(1) to prevent reasonably certain death or substantial bodily harm; 

(2) to secure legal advice about the lawyer's compliance with these Rules; 

(3) to establish a claim or defense on behalf of the lawyer in a controversy between the lawyer and the client, to establish a defense to a criminal charge or civil claim against the lawyer based upon conduct in which the client was involved, or to respond to allegations in any proceeding concerning the lawyer's representation of the client; or 

{4) to comply with other law or a court order. 

ORGANIZATION AS A CLIENT

RULE 1.13 ABA MODEL RULES OF PROFESSIONAL CONDUCT 

(a) A lawyer employed or retained by an organization represents the organization acting through its duly authorized constituents

(b) If a lawyer for an organization knows that an officer, employee or other person associated with the organization is engaged in action, intends to act or refuses to act in a matter related to the representation that is a violation of a legal obligation to the organization, or a violation of law which reasonably might be imputed to the organization, and is likely to result in substantial injury to the organization, the lawyer shall proceed as is reasonably necessary in the best interest of the organization. In determining how to proceed, the lawyer shall give due consideration to the seriousness of the violation and its consequences, the scope and nature of the lawyer's representation, the responsibility in the organization and the apparent motivation of the person involved, the policies of the organization concerning such matters and any other relevant considerations. Any measures taken shall be designed to minimize disruption of the organization and the risk of revealing information relating to the representation to persons outside the organization. Such measures may include among others: 

(1) asking for reconsideration of the matter; 

(2) advising that a separate legal opinion on the matter be sought for presentation to appropriate authority in the organization; and 

(3) referring the matter to higher authority in the organization, including, if warranted by the seriousness of the matter, referral to the highest authority that can act on behalf of the organization as determined by applicable law. 

(c) If, despite the lawyer's efforts in accordance with paragraph (b), the highest authority that can act on behalf of the organization insists upon action, or a refusal to act, that is clearly a violation of law and is likely to result in substantial injury to the organization, the lawyer may resign in accordance with Rule 1.16.

(d) In dealing with an organization's directors, officers, employees, members, shareholders or other constituents, a lawyer shall explain the identity of the client when the lawyer knows or reasonably should know that the organization's interests are adverse to those of the constituents with whom the lawyer is dealing. 

(e) A lawyer representing an organization may also represent any of its directors, officers, employees, members, shareholders or other constituents, subject to the provisions of Rule 1.7. If the organization's consent to the dual representation is required by Rule 1.7, the consent shall be given by an appropriate official of the organization other than the individual who is to be represented, or by the shareholders.

DECLINING OR TERMINATING REPRESENTATION 

RULE 1.16 ABA MODEL RULES OF PROFESSIONAL CONDUCT 

(a) Except as stated in paragraph (c), a lawyer shall not represent a client or, where representation has commenced, shall withdraw from the representation of a client if: 

(1) the representation will result in violation of the rules of professional conduct or other law; 

(2) the lawyer's physical or mental condition materially impairs the lawyer's ability to represent the client; or 

(3) the lawyer is discharged. 

(b) Except as stated in paragraph (c), a lawyer may withdraw from representing a client if: 

(1) withdrawal can be accomplished without material adverse effect on the interests of the client; 

(2) the client persists in a course of action involving the lawyer's services that the lawyer reasonably believes is criminal or fraudulent; 

(3) the client has used the lawyer's services to perpetrate a crime or fraud; 

(4) the client insists upon taking action that the lawyer considers repugnant or with which the lawyer has a fundamental disagreement; 

(5) the client fails substantially to fulfill an obligation to the lawyer regarding the lawyer's services and has been given reasonable warning that the lawyer will withdraw unless the obligation is fulfilled; 

(6) the representation will result in an unreasonable financial burden on the lawyer or has been rendered unreasonably difficult by the client; or 

(7) other good cause for withdrawal exists. 

(c) A lawyer must comply with applicable law requiring notice to or permission of a tribunal when terminating a representation. When ordered to do so by a tribunal, a lawyer shall continue representation notwithstanding good cause for terminating the representation. 

(d) Upon termination of representation, a lawyer shall take steps to the extent reasonably practicable to protect a client's interests, such as giving reasonable notice to the client, allowing time for employment of other counsel, surrendering papers and property to which the client is entitled and refunding any advance payment of fee or expense that has not been earned or incurred. The lawyer may retain papers relating to the client to the extent permitted by other law. 

TRUTHFULNESS IN STATEMENTS TO OTHERS 

RULE 4.1 ABA MODEL RULES OF PROFESSIONAL CONDUCT 

In the course of representing a client a lawyer shall not knowingly:

(a) make a false statement of material fact or law to a third person; or

(b) fail to disclose a material fact when disclosure is necessary to avoid assisting a criminal or fraudulent act by a client, unless disclosure IS prohibited by Rule 1.6.