Document and Data Management Considerations for Private Companies

Increasingly, the need for a written, highlyProcedure would require lawyers representing
structured document and data management policyparties in litigation to discuss document
is becoming vital to any private company. Whilemanagement systems of their clients prior to any
the recently enacted Sarbanes-Oxley (SOX) ruleslegal proceedings. Another proposed amendment
promulgated by the Securities and Exchangeto the federal Rules of Civil Procedure would
Commission require such a written policy for publicprovide a safe harbor for companies that lose
companies, there are ample reasons for privateinformation but have otherwise acted in good
companies to also adopt a written document andfaith, precluding any sanctions for such information
data management policy.Various statutes nowloss. Certain state laws, such as the California
require most companies, whether public, non-profitOnline Privacy Protection Act of 2003, require
or private, to securely maintain written records inwebsite disclosure of privacy policies in regard to
regard to certain aspects of their personnelpersonally identifiable information (such as name,
information and business operations. Under theaddress, credit card number, social security
Health Insurance Portability and Accountability Actnumber, email address, etc.), which should include
(HIPAA), for example, companies may be sued ifa statement about the security procedures in
a security breach or other mishap results in theplace to protect such information.Prudence also
unauthorized disclosure of medical records. Thedictates that written records be maintained in the
controversial Patriot Act requires disclosure to theevent of employee claims or litigation involving the
federal government of certain customer data andcompany. Companies should also be vigilant in
can subject the disclosing company to a lawsuit ifdocumenting incidents involving any inappropriate
the customer was not sufficiently advised of theor improper behavior by an employee. Emails and
possibility of such disclosure. A proposedinstant messages are now often crucial in
amendment to the federal Rules of Civildetermining court cases.