deck U (983-1033) Flashcards
4
REQUIRED NUMBER, RESIGNING AND REMOVAL OF CORPORATE DIRECTORS
- MUST BE AT LEAST ONE
- MAY RESIGN W/NOTICE
- MAY BE REMOVED BY SHAREHOLDER VOTE
- MODERNLY, REMOVAL CAN HAPPEN W OR W/OUT CAUSE
6
TYPES OF FUNDAMENTAL STRUCTURE CHANGES TO CORPORATION REQUIRING SHAREHOLDER APPROVAL
- AMENDMENT TO AOI
- MERGER
- CONSOLIDATION
- CONVERSION
- DISPOSITION (SALE OF ALL OR NEARLY ALL OF CORP ASSETS)
- DISSOLUTION
3
RIGHTS OF GENERAL PARTNERS IN LP’S
- DISTRIBUTIONS BASED ON CONTRIBUTIONS
- CONSENT TO WAIVE OTHER PARTNER’S CONTRIBUTIONS
- RIGHT TO MANAGE
3
LLC - LIMITED LIABILITY COMPANY
- A BUSINESS ENTITY
- WITH THE LIMITED LIABILITY OF A CORPORATION
- AND THE TAX ADVANTAGES OF A PARTNERSHIP
5
UNDER THE PARAMOUNT CORPORATIONS RULE, A DIRECTOR MAY RESIST
- TENDER OFFERS
- PROXY FIGHTS
- AND OTHER TAKEOVER THREATS
- WHERE THEY THREATEN CORPORATE STRATEGY
3
COMMINGLED FUNDS, TRANSMUTATION
AND TRACING
- WHERE SPOUSE ADVOCATING SEPERATE PROPERTY
- CAN TRACE SP PORTION OF FUNDS IN CP BANK ACCOUNT
- NO TRANSMUTING OF SP FUNDS TO CP
3
TRANSMUTATION OF A COMMUNITY ASSETS PRE 1985 COULD OCCUR BY THESE METHODS OF COMMUNICATING INTENT
- ORAL
- WRITTEN
- INFERRED BY SPOUSE’S CONDUCT
2
BUSINESS VALUE APPRECIATION AFTER SEPARATION - WHEN TO USE REVERSE PEREIRA
- COMMUNITY PROVIDED INITIAL INVESTMENT FOR BUSINESS
- APPRECIATION OF BUSINESS DUE TO SPOUSE’S LABOR
3
DEBT - STEPS FOR SHIELDING NON-DEBTOR SPOUSE’S EARNINGS
- EARNINGS DEPOSITED INTO DEPOSIT ACCOUNT
- FROM WHICH DEBTOR SPOUSE CANNOT WITHDRAW FUNDS
- AND COMMUNITY (OR DEBTOR SPOUSE’S) FUNDS ARE NEVER COMMINGLED
4
REIMBURSEMENT RIGHTS FOR SPOUSE A’S CONTRIBUTIONS OF SEPARATE PROPERTY TO SPOUSE B’S SEPARATE PROPERTY
- WHERE TRACEABLE
- WITHOUT INTEREST
- UNLESS WRITTEN WAIVER OF REIMBURSEMENT
- OR WRITTEN TRANSMUTATION
3
“OF SOUND MIND” - TESTATOR NOT COMPETENT WHERE
- SUFFERS FROM MENTAL DISORDER
- CAUSING HALLUCINATIONS OR DELUSIONS
- MOTIVATING DEVISES THAT TESTATOR WOULD NOT HAVE MADE WITHOUT THE HALLUCINATIONS OR DELUSIONS
2
WHEN TO USE EQUITABLE LIEN
- WHEN VALUE OF WRONGFULLY TAKEN PROPERTY GOES DOWN
- WHEN FUNDS ARE COMMINGLED
3
CONSEQUENTIAL DAMAGES
- LOSSES RESULTING FROM THE BREACH
- THAT ANY REASONABLE PERSON COULD HAVE FORESEEN
- AT THE TIME OF ENTRY INTO THE CONTRACT
2
SPECIFIC PERFORMANCE
- A PERMANENT INJUNCTION
- WHEREIN COURT ORDERS PERFORMANCE OF A CONTRACT PROMISE
3
RULE AGAINST PERPETUTIES APPLIES TO (IN PROPERTY LAW)
- CONTINGENT REMAINDERS
- EXECUTORY INTERESTS
- OPTIONS IN GROSS
1
MODERN TREATMENT OF CONTINGENT REMAINDERS IF REMAINDER IS STILL CONTINGENT UPON TERMINATION OF PRECEDING ESTATE
- REMAINDER IS CONVERTED TO A SPRINGING EXECUTORY INTEREST
4
PERIODIC TENANCY IS CREATED BY IMPLICATION WHERE LEASE
- IS HELD OVER (HOLDOVER TENANCY)
- HAS NO STATED END DATE
- HAS AN ORAL TERM OF YEARS VIOLATING STATUTE OF FRAUDS
- DOES NOT EXIST BUT PAYMENT OF REGULAR RENT
4
CONSTRUCTIVE EVICTION REQUIREMENTS
- PREMISES VIRTUALLY UNINHABITABLE BECAUSE OF SUBSTANTIAL INTERFERENCE WITH PROPERTY USE AND ENJOYMENT
- TENANT MUST NOTIFY LANDLORD
- LANDLORD MUST FAIL TO RESPOND
- TENANT MUST MOVE OUT W/IN REASONABLE TIME
2
EASEMENTS - MAINTENANCE AND REPAIR DUTIES
- SERVIENT ESTATE - NO DUTIES TO REPAIR OR MAINTAIN
- DOMINANT ESTATE - IMPLIED RIGHT TO MAINTAIN AND REPAIR
1
WATER RIGHTS - COMMON ENEMY APPROACH
- OWNER MAY CAST REMOVED WATER ON TO NEIGHBOR’S LAND.
3
CA CONFLICT OF LAWS RULES - TORTS - WHERE TWO STATES’ LAWS ARE IN CONFLICT, THE COURT WILL EVALUATE
- THE COMPARITIVE IMPAIRMENT TO EACH STATE’S INTEREST
- SHOULD THE OTHER STATE’S LAW BE APPLIED.
2
IN CA, CONTRACT CHOICE OF LAW PROVISIONS APPLIED WHERE
- LAWS ARE REASONABLE
- LAWS DON’T CONFLICT WITH CA PUBLIC POLICY
3
RELATION BACK DOCTRINE - AMENDMENT TO ADD DEFENDANT ALLOWED WHERE
- STATUTE ALLOWS
- THE NEW PARTY KNEW, OR REASONABLY SHOULD HAVE KNOWN, THAT BUT FOR A MISTAKE, SHE WOULD HAVE BEEN ADDED TO THE COMPLAINT.
- NEW PARTY WAS INVOLVED IN SAME TRANSACTION, OCCURENCE OR CONDUCT ALLEGED IN COMPLAINT.
3
PROCEDURAL DUE PROCESS - DEPRIVATION OF PROPERTY OCCURS WHERE GOVERNMENT ACTION
- RECKLESSLY OR INTENTIONALLY CAUSED
- LOSS OF ENTITLEMENT
- OR REASONABLE EXPECTATION TO CONTINUED PROPERTY BENEFIT
1
FREEDOM OF SPEECH - STANDARD OF REVIEW FOR CONTENT BASED SPEECH REGULATIONS
- STRICT SCRUTINY
1
CONGRESS MAY ONLY REGULATE PRIVATE ACTION UNDER
- THE THIRTEENTH AMENDMENT.
1
FOURTH AMENDMENT PROTECTS AGAINST
- UNREASONABLE SEARCHES AND SEIZURES
1
SEARCH WARRANT EXCEPTION - AUTOMOBILE - SUSPECT ARRESTED
- IF SUSPECT ARRESTED, VEHICLE MAY BE IMPOUNDED AND SEARCHED AT STATION.
2
FIFTH AMENDMENT - INDENTIFICATIONS CANNOT BE
- UNNECESSARILY SUGGESTIVE
- OR CONDUCIVE TO MISTAKEN IDENTITY.
1
EIGHT AMENDMENT - CRUEL AND UNUSUAL PUNISHMENT DEFINITION
- PENALTY CANNOT BE GROSSLY DISPROPORTIONATE TO THE CRIME.
2
THIRD PARTY WITNESS STATEMENTS ARE TESTIMONIAL IN NATURE WHERE
- PRIMARY PURPOSE IS TO PROVE PAST EVENTS POTENTIALLY RELEVANT TO CRIMINAL PROSECUTION
- MADE WHEN CIRCUMSTANCES INDICATE NO ONGOING EMERGENCY
1
EXCLUSIONARY RULE
- BARS PROSECUTION FROM INTRODUCTING EVIDENCE VIOLATING DEFENDANT’S 4TH, 5TH OR 6TH AMENDMENT RIGHTS.
1
FOR FEDERAL QUESTION JURSIDICTION, THE FEDERAL QUESTION AT ISSUE MUST APPEAR ON THIS PART OF PLAINTIFF’S INITIAL FILINGS
- ON THE FACE OF PLAINTIFF’S WELL-PLEADED COMPLAINT.
4
INVOLUNTARY MANSLAUGHTER IS
- A CRIMINAL, UNINTENDED HOMICIDE
- RESULTING FROM CRIMINAL NEGLIGENCE
- OR RECKLESSNESS
- OR THE COMMISSION OF A MALUM IN SE CRIME INSUFFICIENT TO SUPPORT A CHARGE OF FELONY MURDER.
1
PUBLIC RECORDS EXCEPTION BETWEEN FRE AND CEC
- PROSECUTION MAY USE RECORDS OF CRIMINAL INVESTIGATION
2
MBE - COMMON LAW MALICE FOR ARSON
- DEFENDANT ACTED WITH INTENT OR KNOWLEDGE THAT THE STRUCTURE WOULD BURN
- OR RECKLESS DISREGARD OF AN OBVIOUS RISK THAT THE STRUCTURE WOULD BURN
2
MBE - REQUIREMENT FOR ADMISSIBLITY OF EVIDENCE GATHERED AT CHECKPOINT FOR CAR STOPS
- EVERY CAR MUST BE STOPPED AND CHECKED
- RANDOM SEARCHES WILL MAKE EVIDENCE INADMISSIBLE
4
OTHER ITEMS DEFINED BY UCC AS GOODS
- STANDING CROPS
- TIMBER
- UNBORN ANIMALS
- MINERALS
1
STATUTE OF FRAUDS UNDER UCC
- CONTRACTS FOR SALES OF GOODS IN EXCESS OF 500 DOLLARS MUST BE MADE IN WRITING TO BE ENFORCEABLE AT LAW.
2
EFFECT OF THE IMPLIED COVENANT OF GOOD FAITH IN EVERY CONTRACT
- ALL PARTIES ARE BOUND TO ACT IN GOOD FAITH TO HELP ACHIEVE ALL PARTIES’ EXPECTED BENEFITS OF THE BARGAIN
- AND NOT PREVENT THESE BENEFITS.
2
CONDITION CONCURRENT
- CONDITION MUST BE SATISFIED AT THE SAME TIME A PERFORMANCE DUTY RIPENS
- ESSENTIALLY NECESSITATING SIMULTANEOUS PERFORMANCE.
3
DELEGATION
- A TRANSFER OF CONTRACTUAL DUTIES
- MADE BY A CLEAR STATEMENT OF DELEGATOR’S INTENT TO TRANSFER CONTRACTUAL DUTIES TO DELEGATEE
- AND DELEGATEE AGREES.
5
WHAT TYPES OF INTERESTS CREATE A CONFLICT WHERE LAWYER NOT ACCEPT OR CONTINUE REPRESENTATION OF A CLIENT?
- LEGAL
- BUSINESS
- FINANCIAL
- PROFESSIONAL
- PERSONAL
1
PROOF REQUIREMENT FOR DEFAMATORY STATEMENT ABOUT A MATTER OF PUBLIC CONCERN/PRIVATE INDIVIDUAL
- DEFENDANT FAILED TO USE REASONABLE CARE TO ASCERTAIN THE TRUTH OF THE STATEMENT
1
COMMON LAW DUTY TO LICENSEES
- DUTY TO WARN OF KNOWN DANGERS AND ARTIFICIAL CONDITIONS
3
LIABILITY FOR FRAUD ARISES WHERE DEFENDANT
- INTENTIONALLY MAKES FALSE REPRESENTATION OF MATERIAL FACT
- WITH SCIENTER
- INJURING PLAINTIFF ACTING IN REASONABLE RELIANCE ON REPRESENTATION
2
MBE MISSED - DEFAMATION - CHARACTER AT ISSUE IN THESE TWO RESPECTS
- WHETHER DEFENDANT’S ASSESSMENT IS INCORRECT
- WHETHER PLAINTIFF’S REPUTATION HAS BEEN DAMAGED
3
REQUIREMENTS TO MAKE ADEMPTION BY SATISFACTION (LIFETIME GIFT SATISFYING BEQUEST)
- BENEFICIARY ACKNOWLEDGES RECEIPT OF GIFT IN WRITING
- OR TESTATOR DECLARES MAKING GIFT IN WRITING
- AND WILL PROVIDES FOR DEDUCTION OF GIFT
2
OBJECTION - MISLEADING IS USED WHERE A QUESTION
- MISTATES EVIDENCE
- OR MISQUOTES WITNESSES
2
THE COURT CAN TAKE JUDICIAL NOTICE OF FACTS NOT SUBJECT TO REASONABLE DISPUTE WHERE
- CAPABLE OF ACCURATE AND READY DETERIMINATION
- BY A SOURCE WHOSE ACCURACY CANNOT BE REASONABLY QUESTIONED.
- OR FACTS ARE GENERALLY KNOWN WITHIN THE JURSIDICTION
2
FRE - ON CROSS-EXAMINATION, TO REBUT CHARACTER EVIDENCE, THE PROSECUTION MAY _______ ABOUT SPECIFIC BAD ACTS, BUT NEVER OFFER ________ EVIDENCE ABOUT THE SAME.
- ASK QUESTIONS
- EXTRINSIC
