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21 Advocate 1 (1978)

handle is hein.barjournals/adisb0021 and id is 1 raw text is: Vol. 21, No. 1                             Boise, Idaho                 1 1979       January, 1978

Federal Chartering
For Corporations
By Dean E. Miller, President
Idaho State Bar
The role of large business corporations in
American society was the subject of a recent
symposium at which I represented the Idaho
State Bar. This symposium, in San Diego,
sponsored by The American Law Institute -
American Bar Association, Section on Cor-
porations, Banking and Business Law, had as
its main thrust, that large American corpora-
tions have not been responsive to their con-
stituency. That this constituency includes
not only its shareholders but the larger com-
munity of labor, consumers, and the com-
munities affected by corporate action.
It was assumed by those present, although
not necessarily unanimously, that reform of
the giant American corporation was neces-
sary. The real query was how this reform
should be accomplished.
The proposals of the reform group were elo-
quently expressed by SEC Chairman Harold
Williams, Professors Carey of Columbia, Loss
of Harvard, Schwartz of Georgetown, and in a
more hair-raising manner, by Mark Green
(co-author, Taming the Giant Corporation).
The opposite views were likewise well ex-
pressed by the establishment corporation
counsel as well as some of the academics.
Corporations Unresponsive
In the view of the r,,rmers, it was evident
that the large American business corpora-
tions In fact and In public opinion have not
generally been responsive to their share-
holders. That management is not responsive
to its board of directors, and that certainly
corporations have not responded to community
or social needs, except where compelled to do
so. These facts, added to recent tales of
bribes, kickbacks, self-dealing by corporate
management, and the decreased public image,
have given fuel to the call for reform.
The suggestions for reform called for both
internal structural corporate changes and ex-
ternal actions, mostly by state and federal
The internal structural changes favored by
the reformers were such things as:
1. Independent audit committees (already re-
(Continued on Page 6)

 IDAHO  STATE  BAR  By Dean E. Miller, President
FOR IAHO TATEBAR  daho State Bar

It should be news to no one that during the
past few years malpractice Insurance rates
for Idaho lawyers have Increased sharply,
while coverages have been substantially
reduced. Historically, most professional
liability Insurance coverage was written on an
occurrence basis. Coverage existed for acts
or omissions occurring during the policy
period, regardless of when a claim was
asserted. In recent years most carriers have
limited their policies to coverage for claims
asserted during the policy period, requiring
A total of 66 lawyers and law school
graduates have applied to take the February
Bar examination, which will be given Feb.
22-24 at the Supreme Court Building in Boise.
The majority of the applicants are not from
Idaho. A total of 37 law schools are repre-
sented, and only 17 applicants are graduates
of the University of Idaho College of Law.
These are the applicants:
1701 Hervey Street
Boise, Idaho
University of Idaho College of Law
Moscow, Idaho
660 Butterfly Drive
Idaho Falls, Idaho 83401
University of Idaho College of Law
Moscow, Idaho
R.R. #1
Gooding, Idaho 83330
University of Idaho College of Law
Moscow, Idaho
P.O. Box 8781
Moscow, Idaho 83843
University of Idaho College of Law
Moscow, Idaho
-... -(Cntnued on Page 2)

continuous purchase of policies (at higher
premiums) to protect against risks arising
from prior acts.
Claims against lawyers have increased
dramatically both in number and magnitude.
For example, by 1970 all companies reporting
to the Insurance Service Organization dis-
closed 6,780 claims totaling $33 million in
losses; by 1975 these same companies
reported a total of 13,333 claims totaling $111
million in losses. Despite this increasing risk,
the concurrent increase In premium cost has
precluded many lawyers from obtaining pro-
fessional liability coverage. Some companies
which previously wrote such coverage In
Idaho have withdrawn from the state com-
Board Studies Proposal
The Board of Commissioners of the Idaho
State Bar and our Insurance Committee have
been diligent In our efforts to find a company
which would write insurance In Idaho on what
we feel Is a realistic basis. We previously
looked into self-insurance as a possible alter-
native to our problems in this state.
In our previous studies we frankly felt that
the cost of setting up a self-Insuance pro-
(Continued on Page 6)
Miller Assumes
Bar Presidency
Dean E. Miller, Caldwell, became the presi-
dent of the Idaho State Bar on Jan. 1, as a
result of the rotation system now in effect for
the Board of Commissioners. He replaces
Louis H. Cosho, Boise.
Under the rotaticn policy, the two senior
commissioners serve as Bar president for six-
month terms. Mr. Cosho, however, will remain
a member of the Board of Commissioners until
the Annual Meeting this July.
Mr. Miller, a graduate of the University of
Idaho College of Law, Is a partner in the firm
of Gigray, Miller, Downen & Weston. He was
elected to the Board of Commissioners In

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