SEC Accuses Two Ex-Enron Lawyers of Securities Violations

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Think going in-house means you can kick back a bit, even if you do have to take a pay cut?

Think again.

A civil complaint filed by the Securities and Exchange Commission, which accuses two former Enron lawyers of securities violations, paints a picture of two lawyers confronting ethical dilemmas–and earning a good paycheck.

The lawyers are identified in a press release as associate general counsel Rex R. Rogers and Jordan H. Mintz, general counsel for the energy giant’s finance group.

The complaint alleges Mintz and Rogers engaged in a fraudulent scheme to make material misrepresentations or omit material information in SEC filings. The scheme hid the extent of Enron’s financial woes from the public, says the complaint, filed Wednesday in U.S. District Court for the Southern District of Texas.

The complaint called the lawyers “highly compensated”; in 2001, it says, Mintz made more than $1.8 million and Rogers more than $1.6 million.

Rogers failed to disclose that former Enron chairman Ken Lay sold more than $86 million in Enron stock back to the company to repay loans, the complaint alleges. And Mintz misstated the financial impact of Enron’s buy back of a power plant in Brazil from a partnership controlled by the company’s chief financial officer, Andrew Fastow, the complaint claims.

Lawyers for the both men told the Houston Chronicle that their clients did nothing wrong.

Rogers was the in-house lawyer primarily responsible for disclosures in Enron’s filings with the SEC, according to an ABA Journal article published in June 2004, “Enron Lawyers in the Hot Seat.” The story is based on a report by the court-appointed bankruptcy examiner that delves into many complicated financial transactions. The report says structures created by Enron were complex, but the company’s objectives were simple: to borrow money without recording debt, and to record the loan proceeds as cash flow from operating activities.

The Wall Street Journal Law Blog reveals that Mintz is currently the chief tax officer at energy company Kinder Morgan and Rogers is retired.

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