The law must neither overwhelm, nor be overwhelmed by, the marketplace. This is a delicate balance that is particularly critical for risk management and internal controls. It requires those who fashion the law to pay constant heed to the needs of commercial enterprises that are organic, brimming with ingenuity and keenly aware of competitive pressures. Of equal importance is the duty of those who must live with the law to embrace regulatory measures that are aimed at ensuring the market's integrity and protecting participants who wield little or no influence....