No Directors, No Officers, No Employees And No Agents – Now What?
Occasionally, a corporation may find itself with no directors and no management. Yet, the corporation does not cease to exist. One might wonder what use can there be in a corporation deprived of head...
View ArticleProtecting Client Confidences “At Every Peril”
California expects a lot from attorneys when it comes to client confidences and the attorney-client privilege. Evidence Code Section 955 imposes an affirmative duty on every lawyer who received or made...
View ArticleMore On Asset Sales And The Attorney-Client Privilege
Last week, I dipped a toe into the difficult topic of what happens to the attorney-client privilege in merger and acquisition transactions. In that post, I framed a definitional question – is the...
View ArticleWhy Affixing A Secretary’s Certificate Might Protect The Innocent
Transactional lawyers are used to obtaining officers’ certificates to back up their opinions or to deliver to the other party pursuant to a purchase or sale agreement. I wonder, however, how many...
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