Due Diligence - Roping the Wind for Dust Particles Now Dentons
In this presentation, FMC's Brian Abraham, Q.C., outlines the entire legal due diligence process including: the lawyers role vs. that of the company, the purpose of due diligence, as well as a step-by-step checklist of the process. Also addressed is how the transaction structure affects the due diligence process and identification and assessment of key risks.
Due Diligence - Roping the Wind for Dust Particles Now Dentons
In this presentation, FMC's Brian Abraham, Q.C., outlines the entire legal due diligence process including: the lawyers role vs. that of the company, the purpose of due diligence, as well as a step-by-step checklist of the process. Also addressed is how the transaction structure affects the due diligence process and identification and assessment of key risks.
Commercial Property Due Diligence - a Lawyer's Practical GuideTom Meagher
In this we cover: Certificates of Title, Restrictions on Sale, Leases, Management & Maintenance, Physical aspects of the Property, Planning, Licensing & Environment and other related due diligence considerations
Due Diligence - Looking for Gold in the PaperNow Dentons
This presentation focuses on the details of the due dilligence process. It covers the definition and role of due dilligence, provides a legal due diligence checklist and gives an overview of key due dilligence points and mining considerations.
In order to safely navigate these tricky waters, it is best to be prepared ahead of time, so that potential hazards and serious issues can be averted. By knowing what to expect and when to execute, your deals will not only close, but move forward more smoothly.
In this webinar, we will review the background and current landscape for deals, including leading deal transaction vehicles, and federal and state requirements. We will then discuss some of the more common compliance requirements, and the issues and challenges associated with them so that attendees may learn best practices in improving the efficiency and transparency of deal workflow.
MA CEU Due Diligence in Seller Representation Jody O'Brien
Massachusetts Continuing Education Course – 2 Credits. This course will exam ways a licensee can reduce risk as much as possible by ensuring accuracy of information, checking all data, and advising clients and customers to perform their own due diligence and seek legal counsel.
As soon as businesses decide to merge, the respective legal teams from each entity must immediately mobilize and accurately deploy a merger plan that addresses everything from due diligence to the final filings. Any missed steps can incur serious costs or cause adverse delays.
Due Diligence - What You Don’t Find Out Will Hurt YouNow Dentons
This presentation focuses on the details of the due dilligence process. It covers the definition and role of due dilligence, provides a legal due diligence checklist and gives an overview of key due dilligence points and mining considerations.
Planning and development club - November 2017, NottinghamBrowne Jacobson LLP
This session provided an introduction to SPVs, looked at key tax considerations when purchasing property, overage and restrictive convenants, and a planning update.
This is a sample presentation for my LEGL 2400 class. It shows how students might organize their presentations when discussing recent decisions from the Board of Professional Responsibility. (This is for my LEGL 2400 students only.)
Commercial Property Due Diligence - a Lawyer's Practical GuideTom Meagher
In this we cover: Certificates of Title, Restrictions on Sale, Leases, Management & Maintenance, Physical aspects of the Property, Planning, Licensing & Environment and other related due diligence considerations
Due Diligence - Looking for Gold in the PaperNow Dentons
This presentation focuses on the details of the due dilligence process. It covers the definition and role of due dilligence, provides a legal due diligence checklist and gives an overview of key due dilligence points and mining considerations.
In order to safely navigate these tricky waters, it is best to be prepared ahead of time, so that potential hazards and serious issues can be averted. By knowing what to expect and when to execute, your deals will not only close, but move forward more smoothly.
In this webinar, we will review the background and current landscape for deals, including leading deal transaction vehicles, and federal and state requirements. We will then discuss some of the more common compliance requirements, and the issues and challenges associated with them so that attendees may learn best practices in improving the efficiency and transparency of deal workflow.
MA CEU Due Diligence in Seller Representation Jody O'Brien
Massachusetts Continuing Education Course – 2 Credits. This course will exam ways a licensee can reduce risk as much as possible by ensuring accuracy of information, checking all data, and advising clients and customers to perform their own due diligence and seek legal counsel.
As soon as businesses decide to merge, the respective legal teams from each entity must immediately mobilize and accurately deploy a merger plan that addresses everything from due diligence to the final filings. Any missed steps can incur serious costs or cause adverse delays.
Due Diligence - What You Don’t Find Out Will Hurt YouNow Dentons
This presentation focuses on the details of the due dilligence process. It covers the definition and role of due dilligence, provides a legal due diligence checklist and gives an overview of key due dilligence points and mining considerations.
Planning and development club - November 2017, NottinghamBrowne Jacobson LLP
This session provided an introduction to SPVs, looked at key tax considerations when purchasing property, overage and restrictive convenants, and a planning update.
This is a sample presentation for my LEGL 2400 class. It shows how students might organize their presentations when discussing recent decisions from the Board of Professional Responsibility. (This is for my LEGL 2400 students only.)
A point-by-point comparison of sole proprietorships, general partnerships, limited liability partnerships, limited partnerships, and limited liability limited partnerships. Very general overview. Based on the text Business Law and
Organizations for Paralegals (2nd ed) by Emily Morissette.
This is a quick tutorial on how to use tables in Microsoft Word. Tables can be very useful in legal documents, not only for organizing data but also for formatting captions.
Responsibilities of the office bearers while registering multi-state cooperat...Finlaw Consultancy Pvt Ltd
Introduction-
The process of register multi-state cooperative society in India is governed by the Multi-State Co-operative Societies Act, 2002. This process requires the office bearers to undertake several crucial responsibilities to ensure compliance with legal and regulatory frameworks. The key office bearers typically include the President, Secretary, and Treasurer, along with other elected members of the managing committee. Their responsibilities encompass administrative, legal, and financial duties essential for the successful registration and operation of the society.
Introducing New Government Regulation on Toll Road.pdfAHRP Law Firm
For nearly two decades, Government Regulation Number 15 of 2005 on Toll Roads ("GR No. 15/2005") has served as the cornerstone of toll road legislation. However, with the emergence of various new developments and legal requirements, the Government has enacted Government Regulation Number 23 of 2024 on Toll Roads to replace GR No. 15/2005. This new regulation introduces several provisions impacting toll business entities and toll road users. Find out more out insights about this topic in our Legal Brief publication.
DNA Testing in Civil and Criminal Matters.pptxpatrons legal
Get insights into DNA testing and its application in civil and criminal matters. Find out how it contributes to fair and accurate legal proceedings. For more information: https://www.patronslegal.com/criminal-litigation.html
RIGHTS OF VICTIM EDITED PRESENTATION(SAIF JAVED).pptxOmGod1
Victims of crime have a range of rights designed to ensure their protection, support, and participation in the justice system. These rights include the right to be treated with dignity and respect, the right to be informed about the progress of their case, and the right to be heard during legal proceedings. Victims are entitled to protection from intimidation and harm, access to support services such as counseling and medical care, and the right to restitution from the offender. Additionally, many jurisdictions provide victims with the right to participate in parole hearings and the right to privacy to protect their personal information from public disclosure. These rights aim to acknowledge the impact of crime on victims and to provide them with the necessary resources and involvement in the judicial process.
In 2020, the Ministry of Home Affairs established a committee led by Prof. (Dr.) Ranbir Singh, former Vice Chancellor of National Law University (NLU), Delhi. This committee was tasked with reviewing the three codes of criminal law. The primary objective of the committee was to propose comprehensive reforms to the country’s criminal laws in a manner that is both principled and effective.
The committee’s focus was on ensuring the safety and security of individuals, communities, and the nation as a whole. Throughout its deliberations, the committee aimed to uphold constitutional values such as justice, dignity, and the intrinsic value of each individual. Their goal was to recommend amendments to the criminal laws that align with these values and priorities.
Subsequently, in February, the committee successfully submitted its recommendations regarding amendments to the criminal law. These recommendations are intended to serve as a foundation for enhancing the current legal framework, promoting safety and security, and upholding the constitutional principles of justice, dignity, and the inherent worth of every individual.
Military Commissions details LtCol Thomas Jasper as Detailed Defense CounselThomas (Tom) Jasper
Military Commissions Trial Judiciary, Guantanamo Bay, Cuba. Notice of the Chief Defense Counsel's detailing of LtCol Thomas F. Jasper, Jr. USMC, as Detailed Defense Counsel for Abd Al Hadi Al-Iraqi on 6 August 2014 in the case of United States v. Hadi al Iraqi (10026)
A "File Trademark" is a legal term referring to the registration of a unique symbol, logo, or name used to identify and distinguish products or services. This process provides legal protection, granting exclusive rights to the trademark owner, and helps prevent unauthorized use by competitors.
Visit Now: https://www.tumblr.com/trademark-quick/751620857551634432/ensure-legal-protection-file-your-trademark-with?source=share
WINDING UP of COMPANY, Modes of DissolutionKHURRAMWALI
Winding up, also known as liquidation, refers to the legal and financial process of dissolving a company. It involves ceasing operations, selling assets, settling debts, and ultimately removing the company from the official business registry.
Here's a breakdown of the key aspects of winding up:
Reasons for Winding Up:
Insolvency: This is the most common reason, where the company cannot pay its debts. Creditors may initiate a compulsory winding up to recover their dues.
Voluntary Closure: The owners may decide to close the company due to reasons like reaching business goals, facing losses, or merging with another company.
Deadlock: If shareholders or directors cannot agree on how to run the company, a court may order a winding up.
Types of Winding Up:
Voluntary Winding Up: This is initiated by the company's shareholders through a resolution passed by a majority vote. There are two main types:
Members' Voluntary Winding Up: The company is solvent (has enough assets to pay off its debts) and shareholders will receive any remaining assets after debts are settled.
Creditors' Voluntary Winding Up: The company is insolvent and creditors will be prioritized in receiving payment from the sale of assets.
Compulsory Winding Up: This is initiated by a court order, typically at the request of creditors, government agencies, or even by the company itself if it's insolvent.
Process of Winding Up:
Appointment of Liquidator: A qualified professional is appointed to oversee the winding-up process. They are responsible for selling assets, paying off debts, and distributing any remaining funds.
Cease Trading: The company stops its regular business operations.
Notification of Creditors: Creditors are informed about the winding up and invited to submit their claims.
Sale of Assets: The company's assets are sold to generate cash to pay off creditors.
Payment of Debts: Creditors are paid according to a set order of priority, with secured creditors receiving payment before unsecured creditors.
Distribution to Shareholders: If there are any remaining funds after all debts are settled, they are distributed to shareholders according to their ownership stake.
Dissolution: Once all claims are settled and distributions made, the company is officially dissolved and removed from the business register.
Impact of Winding Up:
Employees: Employees will likely lose their jobs during the winding-up process.
Creditors: Creditors may not recover their debts in full, especially if the company is insolvent.
Shareholders: Shareholders may not receive any payout if the company's debts exceed its assets.
Winding up is a complex legal and financial process that can have significant consequences for all parties involved. It's important to seek professional legal and financial advice when considering winding up a company.
PRECEDENT AS A SOURCE OF LAW (SAIF JAVED).pptxOmGod1
Precedent, or stare decisis, is a cornerstone of common law systems where past judicial decisions guide future cases, ensuring consistency and predictability in the legal system. Binding precedents from higher courts must be followed by lower courts, while persuasive precedents may influence but are not obligatory. This principle promotes fairness and efficiency, allowing for the evolution of the law as higher courts can overrule outdated decisions. Despite criticisms of rigidity and complexity, precedent ensures similar cases are treated alike, balancing stability with flexibility in judicial decision-making.
2. Objectives
• After reading this chapter, you should be able
to
– Recognize the importance of title examinations.
– Explain the three types of recording statutes.
– Understand the process and procedures involved
in conducting a title examination.
3. Objectives
• After reading this chapter, you should be able
to
– Review a title examination report.
– Identify potential title problems and know how to
solve them.
4. Bona Fide Purchaser for Value Rule
• Rule
– Anyone who purchases property in good faith for
valuable consideration and without notice of any
claim to or interest in the property by any other
party is a bona fide purchaser for value
• Takes property free and clear of any claims to or
interest in the property by other parties
5. Bona Fide Purchaser for Value Rule
• Bona fide purchaser for value receives
ownership of real property subject to any and
all claims of which the bona fide purchaser
has actual or constructive notice
– Actual
• Purchaser has direct knowledge about title matters
– Constructive
• Presumption of law to be responsible to know all title
matters about the land
6. Bona Fide Purchaser for Value Rule
• Constructive notice
– For possession to constitute notice, it must be
• Open
• Notorious
• Exclusive
– Chain of title
7. Recording Statutes
• Give purchasers and the public notice of changes
in ownership of the property
• Protect subsequent purchasers and
encumbrancers of property from the same
common grantor by giving them notice of
information contained in the recorded
documents
• Determine priority among conflicting claims to
real property
8. Recording Statutes
• Three types
– Race
• Priority between successive grantees of the same land from
a common grantor is determined by who records first
– Notice
• Relies on the notice given by the recording of the instrument
or on the notice obtained through means other than
recording
– Race-notice
• Most common
9. Recording Statutes
• Race-notice
– Combines the notice principle that knowledge of a
prior unrecorded instrument serves as notice in
the same manner as the proper recording of the
instrument with the recording principle that the
first party to record an instrument has priority of
title
• Regardless of whether that person was a prior or
subsequent purchaser
10. Recording Statutes
• Race-notice
– Case
• City of Richland Hills v. Bertelsen, 724 S.W. 2d 428
(Texas 1987)
– Pleadings did not prove Bertelsen had either actual or
constructive notice to city's claim
11. Practice Tips for Ordering a
Title Examination
• Primary purpose of title examination to
ensure either
– That the seller has the ability to convey good title
to the purchaser at the time of the closing, or
– That the borrower has good title to the property
being pledged as security for the loan
12. Practice Tips for Ordering a
Title Examination
• Information needed to do an examination
– Legal description of property to be examined
– Name of current owner
– Copies of all deeds and surveys
• Or any prior title examinations or title insurance
policies that affect the property
13. Examining Title to Real Property
• Place to search
– Courthouse in the county where the property is
located
• Period of examination
– Title examination searches the owner's chain of
title by starting at the present time and working
backward to some predetermined point
14. Examining Title to Real Property
• What to search
– Chain of title
– Grantor and grantee indices
– Plat index
• Land lot and district (location designation)
• Name of owner designation
• Subdivision designation
15. Examining Title to Real Property
• Reviewing various instruments in chain of title
• The examiner usually
– Notes the identity of the parties to the
instrument, the date the instrument was signed,
and the date it was filed
– Examines the signature and witnessing
requirements
16. Examining Title to Real Property
• The examiner usually
– Makes a notation of what estate was being
conveyed
• E.g., fee simple, life estate
– Pays particular attention to any covenants or
other requirements that may be set out in the
instruments
17. Examining Title to Real Property
• Other items to examine
– Judgments
– Federal and state tax liens
– Delinquent taxes
– Uniform Commercial Code (UCC)
18. Examining Title to Real Property
• Other items to examine
– Lis pendens
• Notice of a pending lawsuit
– Civil suits
– Probate court records
– Mechanics’ liens
19. Examining Title to Real Property
• Preliminary title report should reveal
– The name of the current record title holder
– The legal description of captioned property
– Existing unpaid loans or mortgages
– Other lien holders
– Status of taxes
20. Examining Title to Real Property
• Preliminary title report should reveal
– Listing of all easements, covenants, and other
restrictions
– Any objections to marketability
– Other matters that affect title
– Requirements for vesting marketable title in the
purchaser
21. Title Defect and Problems
• Record title holder
– May require suit to “quiet title” if title is not clear
• Breaks in the chain of title
• Errors in prior recorded deeds
• Name variances
• Improper and missing power of attorney
22. Title Defect and Problems
• Sales contracts, options, and leases
• Unsatisfied or unreleased mortgages
• Notice of lis pendens
• Easements
• Restrictive covenants and conditions
• Mechanics’ and materialmen's liens
23. Title Defect and Problems
• UCC financing statements
• Judgment liens
• Tax liens
• Title through estates
24. Role of the Paralegal and
Practice Tips
• Paralegals may perform a title examination,
order a title examination, and/or review the
results of a title examination
– Paralegals are underused in the area of title
searching
• Perhaps due to concerns about unauthorized practice
of law
25. Role of the Paralegal and
Practice Tips
• Title examination involves studying the actual
copies of all the documents in a package,
including the following:
– Liens
– Mortgages
– Restrictive covenants
– Easements
26. Record Rooms and
Electronic Records
• Most land records offices have converted (or
will be converting) to electronic databases
• Many states have enacted the Uniform Real
Property Electronic Recording Act
– Allows for the recording of electronic documents
involving real property
• E.g., deeds, mortgages, easements, etc.
27. Checklist: Ordering or Performing a
Title Examination
• Purpose of examination
– Purchase and sale of property
– Mortgage loan transaction
– Acquisition of easement
– Lease transaction
28. Checklist: Ordering or Performing a
Title Examination
• Items required for examination
– Current owner's name
– Legal description of property to be examined
– Plats or survey of property to be examined
– Prior title insurance policies on property to be
examined
– Prior title examinations or abstracts on property
to be examined
29. Checklist: Ordering or Performing a
Title Examination
• Period of examination
– Full examination
• 50 to 60 years
– Limited examination
• From date of prior title policy
• From date of prior mortgage
• From date of prior title examination
30. Checklist: Ordering or Performing a
Title Examination
• Indices to be checked
– Plat index
– Grantee index
– Grantor index
31. Checklist: Ordering or Performing a
Title Examination
• Other records to be searched
– Judgment index and records
– Federal and state tax lien index and records
– Lis pendens
– UCC financing index
– Tax records
32. Checklist: Ordering or Performing a
Title Examination
• Other records to be searched
– Special assessments
• Sanitary and water
– Probate records
– Civil docket
33. Checklist: Ordering or Performing a
Title Examination
• Preliminary title examination
– Certification to title company if title insurance is
involved
– Copies of all title exceptions
• Title defects or problems
– Breaks in chain of title
– Errors from prior recorded deeds
– Name variances
34. Checklist: Ordering or Performing a
Title Examination
• Title defects or problems
– Improper or missing power of attorney
– Sale contracts, options, and leases
– Unsatisfied or unreleased mortgages or deeds of
trust
– Notices of lis pendens
– Easements
– Restrictive covenants and conditions
35. Checklist: Ordering or Performing a
Title Examination
• Title defects or problems
– Mechanics’ or materialmen's liens
– Tax liens
– Unpaid real estate taxes or assessments
– UCC financing statements
– Title through estates
– Judgment liens
36. Ethics: Document Falsification
• Paralegals should never be involved in
falsifying a document for any reason
• Failure to list all utility easements in a title
examination report makes the report
misrepresent record title to the property
– Could be considered falsifying a title examination
report
37. Summary
• Importance of bona fide purchaser and
mandate to record any conveyance in real
property interest
• Title examination procedures
• Importance of the grantor/grantee indices
and other indices, such as for judgment,
federal tax liens, and unpaid taxes