deck B (51-100) Flashcards
3
ULTRA VIRES ACTS
- ACTS OUTSIDE THE CORPORATION’S REGISTERED PURPOSE
- MODERNLY, GENERALLY NOT ENFORCEABLE
- SHAREHOLDER MAY ENJOIN (FACT PATTERN REALITY)
4
WHO ARE CORPORATE INSIDERS?
- OFFICERS
- DIRECTORS
- SHAREHOLDERS
- THOSE WITH MATERIAL, CONFIDENTIAL INFORMATION ABOUT CORPORATION.
3
TIPPEES ARE LIABLE WHERE TIPEE
- HAD SCIENTER
- KNEW TIPPER BREACHED FIDUCIARY DUTY
- AND TRADED ON INFORMATION ANYWAY
2
SARBANES-OXLEY ACT - THE PCOAB IS
- AN INDEPENDENT BOARD
- OVERSEEING PUBLIC ACCOUNTING FIRMS
3
AFTER BOARD ADOPTS A RESOLUTION TO MAKE FUNDAMENTAL STRUCTURE CHANGE OF CORP, THE PROCESS OF SHAREHOLDER APPROVAL OF CHANGE IS ACCOMPLISHED BY
- WRITTEN NOTICE TO SHAREHOLDERS OF PROPOSED RESOLUTION
- SHAREHOLDERS APPROVE BY A MAJORITY OF ALL VOTES ENTITLED TO BE CAST
3
AGENT MAY BE PERSONALLY LIABLE WHERE AGENT
- ACTS W/NO AUTHORITY
- DOESN’T DISCLOSE PRINCIPAL’S IDENTITY (PLAINTIFF HAS RIGHT OF ELECTION)
- DOESN’T DISCLOSE EXISTENCE OF A PRINCIPAL OR PRINCIPAL’S IDENTITY (PLAINTIFF HAS RIGHT OF ELECTION)
3
(CORPORATIONS) SECURITY INSTRUMENT IS A
- FINANCIAL INTEREST
- IN PROFITS
- MADE BY THE ACTS OF OTHERS
1
SOCKS
ARE GOOD FOR YOUR FEET
2
RECOGNIZING MARRIAGES FROM OTHER JURISDICTIONS
- CA WILL RECOGNIZE MARRIAGE
- WHERE MARRIAGE IS VALID IN THE JURISDICTION OF ORIGIN
2
EARNINGS AND ACCUMULATIONS ARE DEEMED SEPARATE PROPERTY WHERE
- LIVING APART AND SEPARATE FROM OTHER SPOUSE WITH NO CHILDREN
- LEGAL SEPARATION
3
FIDUCIARY DUTIES OWED BY SPOUSES - FULL DISCLOSURE OF MATERIAL FACTS - WHAT SPOUSES MUST DISCLOSE AND DO
- COMMUNITY ASSETS
- COMMUNITY DEBTS
- PROVIDE EQUAL ACCESS TO THIS INFORMATION
2
DISTRIBUTION OF ASSETS AT DIVORCE - REAL PROPERTY OUTSIDE OF CALIFORNIA - COURT MAY
- REQUIRE CONVEYANCE REAL PROPERTY OR
- AWARD EQUIVALENT MONEY VALUE OF REAL PROPERTY TO SPOUSE WHO WOULD HAVE BENEFITTED FROM CONVEYANCE
3
TRANSMUTATIONS MADE ON OR AFTER 1985
- AN EXPRESS DECLARATION
- BY SPOUSE ADVERSELY AFFECTED
- MADE IN WRITING
1
MY DOG HAS
- FLEAS
2
APPRECIATION OF COMMUNITY BUSINESS AFTER SEPARATION -
REVERSE VAN CAMP ELEMENTS
- MANAGING PARTNER CONTINUES TO WORK AT COMMUNITY BUSINESS
- CHARACTER OF BUSINESS CAUSES APPRECIATION
4
UNDUE INFLUENCE TRIGGERS - TESTATOR EXECUTES A WILL AND
- LEAVES UNNATURAL DISPOSITION OF PROPERTY
- BENEFICIARIES OF DISPOSITION HAD AN OPPORTUNITY TO INFLUENCE AND
- TESTATOR WAS SUSCEPTIBLE TO INFLUENCE AND
- BENEFICIARIES WERE ACTIVE IN PROCURRING DISPOSITION
5
METHODS OF CREATING A TRUST
- DECLARATION BY PROPERTY OWNER THAT HE HOLDS PROPERTY AS TRUSTEE
- TRANSFER OF PROPERTY DURING OWNER’S LIFETIME TO A TRUSTEE
- TESTAMENTARY TRANSFER OF PROPERTY TO A TRUST
- EXERCISE OF POWER OF APPOINTEMENT TO APPOINT ANOTHER TRUSTEE
- CONTRACT TO CREATE A TRUST
4
21 YEAR TERM LIMIT FOR TRUSTEE
- TRUSTEE MAY ONLY SERVE FOR 21 YEARS AFTER SETTLORS DEATH
- REGARDLESS OF TRUST TERMS
- FOR NONCHARITABLE TRUST
- OR TRUST FOR UNINCORPORATED SOCIETY
2
INCOME AND LIABILITES ARISING FROM TRUST ASSETS - BENEFICIARIES
- BENEFICIARIES MAY RECEIVE INTEREST INCOME FROM ASSETS
- RESPONSIBLE FOR PAYING INTEREST ON LOAN DEBT, TAXES OR FOR MINOR REPAIRS
2
EQUITABLE DEFENSES - UNCLEAN HANDS MAY BE RAISED WHERE
- PLAINTIFF CONDUCTED HERSELF UNFAIRLY
- IN THE DISPUTED TRANSACTION
1
DESTRUCTIBILITY OF CONTINGENT REMAINDERS AT COMMON LAW
- WHERE REMAINDER WAS STILL CONTINGENT AT END OF PRECEEDING ESTATE, REMAINDER WAS DESTROYED.
2
TENANCY AT WILL - TENANCY IS CREATED BY
- EXPRESS AGREEMENT
- OR IMPLIED BY NO SIGNED LEASE AGREEMENT IN SOME JX.
5
TYPES OF EASEMENT CREATION
- EXPRESS CREATION
- CREATION BY IMPLICATION
- CREATION BY NECESSITY
- CREATION BY PRESCRIPTION
- CREATION BY ESTOPPEL
3
EASEMENT BY ESTOPPEL
- HOLDER OF SERVIENT PARCEL ALLOWS USE
- THAT CAUSES HOLDER OF DOMINANT PARCEL TO SUBSTANTIALLY CHANGE HIS POSITION
- IN REASONABLE RELIANCE THAT ALLOWANCE WOULD NOT BE REVOKED.
2
TRANSFER OF EASEMENTS - SERVIENT ESTATE
- RUNS WITH THE LAND
- UNLESS BFP TOOK FOR VALUE WITH NO NOTICE
2
DEADLINE TO FILE ANSWER TO FEDERAL CIVIL COMPLAINT
- 21 DAYS OR
- 60 DAYS IF SERVICE OF PROCESS WAIVED.
2
AMENDMENT OF INITIAL PLEADINGS (PLAINTIFF AND DEFENDANT)- FEDERAL COURT
- PLAINTIFF MAY AMEND ONCE BEFORE DEFENDANT’S RESPONSE
- DEFENDANT MAY AMEND ANSWER ONCE W/IN 21 DAYS OF SERVING ANSWER.
2
CA NOTICE AND SERVICE REQUIREMENNTS FOR CLASS ACTION
- INDIVIDUAL NOTICE NOT REQUIRED
- PUBLICATION IS FINE FOR SERVICE
4
RULE 26 INITIAL DISCLOSURES OF FACT REQUIREMENTS
(PIED)
- IDENTIFIES PARTIES LIKELY TO HAVE INFORMATION ABOUT DISCOVERABLE FACTS
- INSURANCE INFORMATION
- COPIES OR DESCRIPTIONS OF TANGIBLE EVIDENCE
- DAMAGES COMPUTATION AND SUPPORTING DOCUMENTS
2
CALIFORNIA ALLOWS INTERVENTION WHERE THE PARTY HAS
- DIRECT INVOLVEMENT WITH ISSUE IN DISPUTE IN CASE
- BUT NOT IF PARTY HAS MERELY CONSEQUENTIAL INVOLVEMENT WITH ISSUE IN DISPUTE IN CASE.
2
MOTION FOR SUMMARY JUDGMENT ELEMENTS
- PARTY ESTABLISHES NO TRIABLE ISSUE OF MATERIAL FACT
- SO HE IS ENTITLED TO JUDGMENT AS A MATTER OF LAW
2
TIMELINESS - MOOTNESS EXCEPTIONS
- UNLESS CAPABLE OF REPITITION YET EVADING REVIEW
- VOLUNTARY CESSATION BY DEFENDANT WHO COULD RESUME INJURIOUS ACTIVITY
2
EXECUTIVE POWERS - LIMITATIONS ON EXECUTIVE ORDERS
- NOT WHERE IN CONFLICT WITH FEDERAL STATUTE
- NOT WHERE IN CONFLICT WITH U.S. CONSTITUTION
2
SIXTH AMENDMENT RIGHT TO EFFECTIVE COUNSEL DOESN’T APPLY AT
- PHOTO IDENTIFICATIONS
- TAKING PHYSICAL EVIDENCE
3
UNDER THE M’NAUGHTEN RULE, THE DEFENDANT MAY RAISE THE DEFENSE OF INSANITY WHERE
- DUE TO DISEASE OR DEFECT OF MIND
- HE LACKED ABILITY TO RECOGNIZE THE NATURE OR QUALITY OF HIS ACTIONS
- OR THAT HIS ACTIONS WERE WRONG.
1
REQUIREMENT FOR CONSIDERATION FOR MODFICATION UNDER COMMON LAW
- AT COMMON LAW, A MODFICATION OF CONTRACT MUST BE SUPPORTED BY CONSIDERATION TO BE BINDING AT LAW.
2
WAIVER OF CONDITION OCCURS WHEN
- A CONDITION PRECEDENT FAILS
- BUT PROMISOR PERFORMS CONTRACT DUTY ANYWAY
1
WRITING REQUIREMENT FOR FEES - ABA
- FEE AGREEMENT MUST BE IN WRITING
3
CA - REQUIREMENTS FOR LAWYERTO ABIDE BY CLIENT’S DECISIONS
- NOT OBLIGATED TO ABIDE BY CLIENT’S DECISIONS
- BUT MUST COMMUNICATE PLEA BARGAIN OR SETTLEMENT OFFER
- KEEP CLIENT REASONABLY INFORMED ABOUT SIGNFICANT DEVELOPMENTS
1
CRIMINAL PROSECUTOR MUST HAVE THIS BASIS TO BRING CRIMINAL CHARGES
- PROBABLE CAUSE
1
THE CALIFORNIA BAR REQUIRES ALL ATTORNEYS GIVE THIS LEVEL OF NOTICE TO CLIENTS WITH POTENTIAL COIS
- WRITTEN NOTICE
3
ATTORNEY SOLICITATION - ATTORNEY MAY NOT SOLICIT INDIVIDUALS TO ENGAGE REPRESENTATION BY THESE METHODS
- IN PERSON
- LIVE ON TELEPHONE
- WHERE NO FAMILIAL, CLOSE PERSONAL OR PROFESSIONAL RELATIONSHIP EXISTS.
2
A PROSECUTOR HAS PROBABLE CAUSE WHERE
- FACTS KNOWN TO PROSECUTOR ARE SUFFICIENT TO A ALLOW A REASONABLE PERSON IN A SIMILAR POSITION
- TO SERIOUSLY ENTERTAIN THE POSSIBILITY THAT DEFENDANT IS GUILTY OF THE CRIME CHARGED.
1
REPRESENTATION OF A CLIENT IN AN ACTION AGAINST A FORMER CLIENT IS OK WHERE
- NO MATTERS IN PRESENT CASE ARE RELEVANT TO PREVIOUS CASE
2
A DEFENDANT MAY RAISE THE DEFENSE OF PRIVATE NECESSITY WHERE HE ACTED TO PROTECT HIS OWN PROPERTY WHERE
- HE ACTED REASONABLY
- BUT WILL BE LIABLE FOR ALL DAMAGE CAUSED
7
DEFENSES TO INTENTIONAL TORTS - CORN PADS
- CONSENT
- OTHERS DEFENSE
- NECESSITY
- PRIVILEGE
- ARREST
- DISCIPLINE
- SELF-DEFENSE
3
NEGLIGENT ENTRUSTMENT- LIABILITY ARISES WHERE DEFENDANT
- KNOWS OR SHOULD KNOW 3RD PARTY IS UNFIT TO USE A RESOURCES
- ENTRUSTS 3RD PARTY WITH RESOURCE ANYWAY
- 3RD PARTY’S LACK OF FITNESS PROXIMATELY AND ACTUALLY CAUSES PLAINTIFF INJURY
2
SHAREHOLDER DERIVATIVE LAWSUIT - RECOVERY GOES TO
- CORPORATION
- SHAREHOLDER IS PAID FOR HIS ATTORNEY’S FEES
1
DEMONSTRATIVE EVIDENCE MUST BE
- A FAIR REPRESENTATION OF WHAT IS BEING DEMONSTRATED
