Unlike lawyers and other professionals, investment banking firms are not bound by any kind of ethical code. Therefore, Goldman Sachs and others act accordingly. Here’s a link to one of many cogent summaries of the latest ripping of Goldman’s "ethics." The issues also are explored in an m & a conference.
This time the ripping lies in an opinion by the top judge in Delaware’s famed chancery court. Chancellor Strine is seldom bashful, but his El Paso opinion reveals fundamental disgust with Goldman’s actions. The interesting legal question is how long Delaware will give legal significance to "fairness opinions" rendered by banking firms rife with conflicts of interest and enormous financial stakes in achieving the outcome supported by the fairness letter. In tort law, courts do not allow expert opinions which are based on "junk science." One can fairly ask why Delaware chancery judges allow "junk opinions?"