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Corporate Ethics: How to Update or Develop Your Ethics Code so That it is in Compliance With the New Laws of Corporate Responsibility

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Never has ethical business conduct received as much attention and focus as it does at present, in the wake of the far-reaching financial and societal effects of the dramatic collapses that have thundered through Corporate America. Whether your company is private, publicly-held, works with the government – either contractually or through direct regulation – the establishment, communication and enforcement of a comprehensive set of ethical rules for business conduct within your organization is essential for conducting business now, and into the future. As corporate culture is ever evolving, a trend that will only accelerate in the future, and as ethics plays a central role in many decisions that employees make, it is now more important than ever to implement a corporate code of conduct for your workforce. Such a code will serve to set forth important ground rules, enabling employees to react responsibly to both legal and ethical dilemmas in a consistent manner, throughout an organization. Written by leading privacy lawyer Steven Barth of Foley & Lardner, this book will help you to establish a set of comprehensive and enforceable company-wide business behavioral rules that will govern such decisions for your employees. A corporate culture, generated under this ethical scope, will keep your company’s vision in line with the law and even limit your liability exposure, should an ethical lapse occur. Use this book to establish fundamental rules and standards for your employees to serve as a roadmap for navigating the legal, ethical and moral dilemmas they face on a daily basis, in the ordinary course of conducting business. The book also includes the codes of conduct from Coca-Cola (as an exemplary model) and from Enron (as a poor model).

About the Author

Steven R. Barth is a partner in the Business Law Department of Foley & Lardner's Milwaukee office. As a member of the Transactional and Securities Practice Group, Mr. Barth practices in the areas of mergers, acquisitions, leveraged recapitalizations, and buyouts; venture capital and private equity fund formation and portfolio company investment; public and private offerings of equity and debt securities; public corporation securities laws and reporting compliance; corporate governance and ethics; and assisting in the organization, development, and financing of startup and development-stage corporations. Mr. Barth also specializes in counseling mid-market and closely held firms, including many family businesses. He has assisted many mid-sized companies in adopting and implementing their corporate codes of conduct and strategic plans and transitioning ownership and management to the next family generation, to employees, and to strategic or financial buyers.

Mr. Barth has represented buyers, sellers, investors, and intermediaries in more than 220 business combination transactions aggregating over $15.8 billion in total consideration. He has worked on deals both domestically and internationally, involving both publicly held and private corporations, over a broad range of industries. Mr. Barth also has represented issuers or underwriters in 40 public securities offerings raising over $4.1 billion. He currently represents four publicly traded companies, including Fresh Brands, Inc. (Piggly Wiggly and Dick's supermarkets), Northland Cranberries, Inc. (cranberry juice beverages), The Marcus Corporation (motels, hotels, and theaters), and Edison Control Corporation a/k/a Construction Forms, Inc. (manufacturer of industrial piping systems). Mr. Barth also is one of Robert W. Baird & Co., Inc.'s (regional investment banking firm) primary outside counsels.

Mr. Barth is a frequent speaker on acquisition issues, financing transactions, corporate ethics, SEC compliance, and corporate governance matters. He serves on the board of directors of Fresh Brands, Inc., the Milwaukee Economic Development Corporation (quasi-public agency that provides funding to developing companies), the Business Law Section of the Wisconsin State Bar, the Independent Business Association of Wisconsin (Wisconsin business owners association dedicated to political and economic enhancement), and several privately held growth companies.

Mr. Barth received his JD, cum laude, from the University of Michigan in 1984. He earned his BS, with highest distinction, in finance from Indiana University in 1981. While at Indiana University, he received the Elvis J. Stahr award as one of the University's top five graduating seniors. In 1997, Mr. Barth was selected by the Milwaukee Business Journal as one of Milwaukee's 40 leading professionals under 40 years of age.

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