Upjohn Co. v. United States

After an independent audit revealed illegal payments to foreign officials by Upjohn (defendant) employees, the company's general counsel sent a questionnaire to employees seeking any relevant information; when the IRS summoned production of the completed questionnaires, Upjohn refused on attorney-client privilege grounds. The district court enforced the summons, and the Sixth Circuit affirmed, holding the privilege did not extend to lower-level employees lacking authority to act on the attorney's legal advice; the Supreme Court granted certiorari.