A recent ruling in the Aon securities class action provides important protection from discovery for companies’ drafts of Form 10-K language. In an order dated January 9, 2009, Magistrate Judge Morton Denlow of the US District Court for the Northern District of Illinois ruled that Aon was not required to produce an email seeking comments on draft disclosure language for Aon’s Form 10-K because it was protected by the attorney-client privilege.
The plaintiff in the Aon case filed a motion to compel the production of a two-page document consisting of a March 1, 2004 e-mail and attached memorandum. The memorandum portion of the document was from Aon’s CFO to both Aon’s CEO and Aon’s General Counsel, and it provided an expanded draft of the “Compensation for Services” section of Aon’s Form 10-K to be filed with the SEC.
