Order Description
PART 1
- Locate a case in the U.S. Court of Appeals for the Second Circuit (decided on May 31, 2013), in which Oprah Winfrey is a defendant. Give the citation of this case and briefly describe the nature and outcome of this case.
- May the U.S. flag be displayed during a violent thunderstorm?
- A client in Utah who rents an apartment to a student would like to evict the student for failure to pay rent. Is the landlord required to provide any notice to the tenant prior to bringing an action for eviction? If so, describe the notice required.
- Give the citation to the new federal “Troubled Assets Relief Program” (often called the “TARP program”).
- Our client’s daughter, age 15, eloped in Arkansas. Can the parents annul the marriage? Discuss.
Remember, for each question in Part 1, you must state how you found the answer (e.g., Lexis Advance, WestlawNext, Google Scholar, ALR, CJS, etc.)
PART 2
There are numerous errors in the fictitious citations in the following brief memorandum. Correct citation errors using the current edition of The Bluebook or ALWD [You may need to supply missing page numbers or years. You can use the following for the year (19xx) and for the missing page number “at xxx” or something similar].
The business judgment rule generally protects corporate directors and officers. Smithson v. National Management Services Inc, 309 F.3rd 118, 124 (Circuit 9 2005). Corporate managers are thus given wide latitude in their handling of corporate affairs and courts will typically not “second guess” decisions made by those managers so long as those managers act in good faith. Id. at pages 130-132. Thus, if directors act in good faith and in a manner such as ordinarily prudent and diligent persons would act, they are generally protected against liability. Peterson v. Fletcher Professional Marketing Association, 909 Fed. Supp. 2d 440, 445 (Southern District New York 2008). In fact, most state statutes provide that directors are charged with acting with due case and in good faith. See, for example, California Corporations Code Section 11066.
This principle, known as the “business judgment rule,” presumes that in making business decision, directors and officers act in good faith and in a manner that is in the best interests of the corporation. James J. Johnson, “Treatise on Corporate Liability,” volume 4, Section 109 (fifth edition 2007). “On the other hand, if directors act with clear and gross … recklessness, they will not be protected from liability”. Smithson, supra at page 139. Thus, if directors clearly and completely abdicate their responsibilities to the corporation, they cannot be protected under the business judgment rule. James J. Johnson, Section 115.
Moreover, in assessing liability under the business judgment rule, courts consider whether corporate managers acted responsibility at the time they made their decision and do not consider what may have occurred since the time of the decision. Peterson. Thus, if directors conduct reasonable investigation and exercise due care when they make their decision, they will generally have no later liability if circumstances change subsequent to the time of their decision. Markson v. Security Life Insurance Co., 909 Fsupp2d 104, 109 (Northern District Calif. 1999), affirmed at 203 F.3rd 118 (Ninth Circuit 2001).
