Assume that you are working for a law firm that represents ORYX Communications, Inc. (the defendant in the Akerman case at the end of this chapter). You have been told about the problem with the earnings and sales of the company before the final registration statement and prospectus have been prepared.
a Write a paragraph of disclosure that you believe would be necessary to disclose the problem fully to the public investors.
b. Write a “Risk Factor” that can be included in the prospectus to warn investors that such problems may arise in the future as well.
c. Using the http://www.sec.gov Web site, locate the Attorney Conduct Rule adopted by the Securities and Exchange Commission under the SarbanesOxley Act of 2002. With the information you have been furnished about the problem with the earnings and sales of the company, what obligations would you (and your supervising attorney) have under the Attorney Conduct Rule?
