A lawyer says former cabinet minister Sir Douglas Graham and fellow Lombard directors probably wouldn't have been found criminally liable under a new law the Government plans to pass.
Sir Douglas, William Jeffries, Michael Reeves and Lawrence Bryant, have lost their Court of Appeal bid to have their convictions overturned.
The convictions related to making false statements in a company prospectus.
Chapman Tripp partner Roger Wallis says planned changes to the Securities Act are set to take effect early or middle of next year.
Mr Wallis says under the proposed law it's possible the matter would have not have been before the criminal courts at all.
"Instead, the same sort of facts might have found their way in front of the civil court with the focus on getting investors compensation rather than the prospect of directors finding themselves in jail."
Mr Wallis says that under the changes criminal law will be reserved for only the most reckless, deliberate misconduct. In this case, he says, the Court of Appeal has upheld the finding that there was no evidence the directors acted dishonestly.
He believes the Court of Appeal decision will have very little impact on whether directors are still prepared to put themselves forward as directors of companies seeking money from the public.
Mr Wallis says the FMA has indicated it wishes to encourage an approach where directors fully involve themselves in the preparation of prospectuses, and not fear that the FMA will come after directors to pursue simple mistakes, but will reserve the full force of its powers for the more extreme deliberate misconduct.
Lombard collapsed in 2008, owing 3600 investors more than $111 million.
All four men were sentenced to community work, with Sir Douglas and Mr Bryant also ordered to pay $100,000 each in reparation.
The court has also ruled in favour of an appeal from the Solicitor-General that the men's sentences were manifestly inadequate. It will issue a final judgement once it receives reports on possible home detention.