Glazer and FitzGibbon on legal opinions : drafting, interpreting, and supporting closing opinions in business transactions / Donald W. Glazer, Scott FitzGibbon, Steven O. Weise.

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Bibliographic Details
Main Author: Glazer, Donald W.
Other Authors: FitzGibbon, Scott Thomas, Weise, Steven O.
Format: Book
Language:English
Published: New York : Aspen Publishers, [2008]
Edition:Third edition.
Subjects:
Table of Contents:
  • Introduction
  • The opinion framework
  • Unqualified, qualified, and reasoned opinions
  • Establishing the factual basis for the opinion
  • Responsibility of principal counsel for opinions of other counsel
  • Opinions on company's status as a corporation : formation, existence and good standing
  • Opinions on qualification to do business and good standing in jurisdictions other than the state of incorporation
  • Opinions on corporate power
  • The enforceability opinion
  • Opinion that stock is duly authorized, validly issued, fully paid and nonassessable
  • Opinions on secondary sales of stock
  • Opinions on security interests in personal property
  • No violation of law opinions
  • Opinions on compliance with court orders
  • Opinions on governmental approvals and filings
  • "No breach or default" and related opinions
  • No litigation opinions
  • Negative assurance
  • Opinions on limited liability companies.