post a no contribution rule causes one to pay more than his equitable share. Similarly, it can be assumed, that if it is feasible for the plaintiffs to negotiate the allocation of risk with their potential injurers ex ante -- and it is not deemed against public policy to do so -- then efficiency would be served by such risk shifting contracts.
(n341) See Goldberg, supra note 225, at 295. Professor Goldberg argues that contractual arrangements are entirely sufficient to protect third parties from auditor negligence. We believe, however, that the financial community will demand more assurance; that audit opinions, to receive the credibility commensurate with the diligence invested in them, will have to be supported by potential tort liability for auditors who deviate from the standard of due care. See infra notes 372-73 and accompanying text.
(n342) See supra note 27 citing press reports of third parties apparently taken by surprise by auditors' failure to report adequately the financial condition of failing enterprises.
(n343) See supra note 220 and accompanying text.
(n344) See supra notes 330-31 and accompanying text.
(n345) At one time the "brand names" of prestigious auditing firms provided users of financial information with adequate indices of quality. See, e.g., Berton and Adler, supra note 5 (in seeking to retain an account after it had been acquired in a merger, "Price Waterhouse also cited its overall reputation...,"). But certainly, these brand names have been permitted to erode in recent years. Perhaps the AICPA should consider approving the design of "super audits" that far exceed GAAS requirements, which clients could purchase to impress the financial markets.
(n346) See LIKIERMAN REPORT, supra note 99.
(n347) Id. at 10 (summary), 17-87.
(n348) Id. at 1-10.
(n349) 2 AICPA PROFESSIONAL STANDARDS, Code of Professional Conduct ET 5 505.01 (Am. Inst. of Certified Pub. Accountants (CCH) 1990).
(n350) See Lee Berton & Joann S. Lublin, Partnership Structure Is Called in Question As Liability Risk Rises, Wall St. J., June 10, 1992, at A1; Thomas W. Rimerman, The Need for Expanding Organizational Options for CPAs, J. ACCT., Oct. 1991, at 45; Accountants' Body Is Moving Toward Limiting Liability, WALL ST. J., August 3, 1990, at C5.
The state statutes authorizing establishment of professional corporations vary with respect to whether they impose vicarious personal liability on non-negligent shareholders for the torts of negligent shareholders. A number of statutes appear to provide such protection, but personal liability for the shareholder's own torts and for those of employees he directly supervises definitely remains. Special problems also exist for professional corporations seeking to carry on multistate and international practice. See Leo C. Moerson, Wearing an Eyeshade and a Veil: