The latter form of opinion is sometimes made available to the public, either because of public pressure (see, for example, Lord Goldsmith`s opinion on the war in Iraq, note by Yoo) or because a general clarification of the law is needed (see, for example, Yorke-Talbot`s opinion on slavery). In the United States, several attorneys general give the attorney general`s opinions. Assessments confirming the status of a company are often required for (a) the acquisition of companies, particularly private companies, and (b) when the borrower is involved in a credit transaction. In general, such expert opinions require the following: sometimes it is not possible for the person requesting the expert to sufficiently inform the lawyer of the importance of the matter or to provide full access to the necessary information for reasons of confidentiality. In these circumstances, the expert opinion may contain language limiting the lawyer`s liability. Such an opinion is called a qualified opinion. If the reservations applied to all the opinions expressed, it was acceptable to state the opinions and then list the reservations in a list or in subsequent paragraphs. Several areas of business practice require formal legal advice from lawyers. The legal aid scheme in the United Kingdom requires legal advice demonstrating a reasonable chance of success before the Legal Aid Board funds an application. Professional negligence insurance policies often require the advice of legal counsel before the insurer is required to pay for an alleged claim (sometimes called a QC clause if it is to be the opinion of a senior lawyer). Despite the increasing effectiveness of due diligence, the fact remains that some transactions require legal advice due to the particular circumstances of this transaction. However, the old habit of seeking the advice of a lawyer as a condition of closing and then letting lawyers negotiate the terms of the transaction at a later date may soon become obsolete.
This article contains only general information on legal issues and developments and is not intended to be specific legal advice. For more information, please see our disclaimer. A legal opinion is often one of the closing conditions of venture capital financing for a U.S. company, especially one founded in Delaware. The founders of these companies will often ask us, “What is legal advice?” and “Why do investors need it?” Below are brief answers to these and other frequently asked questions about legal advice. Legal advice is often sought in cross-border transactions, particularly transactions involving the acquisition of companies, lending and securities transactions, and real estate purchase transactions. For example, if a transaction involves a Luxembourg entity, the lender may seek legal advice from a Luxembourg law firm to confirm (among other things) that the Luxembourg company is validly incorporated and registered and that the documents it receives have been duly signed and are binding and enforceable. A legal opinion identifies the legal risks and issues that the recipient should address as part of the transaction. For example, a notice may identify certain documents that have not been properly applied and are therefore unenforceable. The beneficiary may use the points mentioned in the notice to carry out further investigations and, depending on the results of these investigations, decide whether other forms of protection (e.g. guarantees and compensation) are necessary.
Legal Opinions on Incorporation, Reputation and Business Qualifications Scott FitzGibbon and Donald W. Glazer, 41(2):461–81 (February 1986) This article provides a detailed analysis of opinion on the status of an entity as a corporation. It recommends default interpretations for each standard sentence. Legal Opinions in California Real Estate Transactions Joint Committee of the Real Property Law Section of the State Bar of California and the Real Property Section of the Los Angeles County Bar Association, 42(4): 1139–1205 (août.