IILEX Legal Executive cheat sheet

Civil law systems derive authority from comprehensive codified statutes; judges apply codes rather than create binding precedent.

Common law systems treat prior appellate decisions as binding precedent under stare decisis; lower courts must follow higher courts in the same hierarchy.

Mixed jurisdictions (e.g., Scotland, Louisiana, Quebec, South Africa) combine civil law substance with common law procedure or vice versa.

Sources hierarchy in common law systems: constitution > statute > delegated regulation > case law > custom/practice.

Ratio decidendi is the binding legal reasoning of a judgment; obiter dicta is persuasive only.

Distinguishing a precedent requires material differences in facts, not mere disagreement with the earlier ruling.

Religious and customary legal systems may coexist with state law; personal-status matters are often governed by religious courts.

Supranational law (e.g., EU regulations) can have direct effect and primacy over conflicting national statutes in member states.

Primary sources: constitutions, statutes, regulations, treaties, and binding case law; secondary sources (treatises, journals) only persuade.

A statute's commencement date determines when its obligations become enforceable; assent alone does not.

Courts of first instance determine facts and law; appellate courts generally review errors of law and clear errors of fact.

Final appellate courts (supreme courts) exercise discretionary leave; not every adverse judgment gets a further appeal.

Specialized tribunals (employment, tax, immigration) often require exhaustion of internal remedies before judicial review.

Delegated legislation is valid only within the scope of its enabling Act; ultra vires regulations are void.

Codified rules of civil procedure specify which court has territorial and subject-matter jurisdiction over a claim.

Precedent from a sister jurisdiction is persuasive, not binding, unless the hierarchy formally links the courts.

Valid contract requires offer, acceptance, consideration (or deed), intention to create legal relations, and capacity.

Acceptance must be unqualified and communicated; a counter-offer destroys the original offer (mirror image rule).

Postal acceptance rule: acceptance effective on dispatch where post is the contemplated means; instantaneous methods (email) take effect on receipt.

Consideration must be sufficient but need not be adequate; past consideration is generally no consideration.

A clause excluding liability for fraud or death/personal injury caused by negligence is typically unenforceable.

Conditions precedent suspend performance until satisfied; conditions subsequent terminate obligations on occurrence.

Force majeure requires a defined triggering event, causation, and notice; frustration applies only where performance becomes impossible or radically different.

Under CISG, a notice of avoidance must be given within a reasonable time or the right is lost.

Separate legal personality shields shareholders from company debts except where piercing the veil or personal guarantees apply.

Limited liability is confined to share capital contributed; directors may still face personal liability for breach of duty or wrongful trading.

Board duties typically include care, loyalty, good faith, and avoidance of conflicts; business judgment rules protect informed decisions.

Shareholder approval thresholds for fundamental changes (mergers, asset sales) are set by statute or articles, commonly a supermajority.

Agency: apparent authority binds the principal where a third party reasonably relied on representations by the principal.

Partnerships impose joint and several liability on general partners; limited partnerships protect passive limited partners.

Piercing the corporate veil requires abuse of the corporate form, such as fraud or sham transactions.

Beneficial ownership registers require disclosure of persons holding control thresholds (commonly 25%) behind corporate entities.

A claim is commenced by filing and serving a statement of claim within the limitation period; expiry bars the remedy.

Limitation periods run from the date the cause of action accrues or, for latent damage, from the date of discoverability.

Default judgment follows failure to file a defence within the prescribed time; it can be set aside for arguable defence.

Summary judgment is available where the claim or defence has no real prospect of success and no compelling reason for trial.

Disclosure obligations require production of adverse documents; privilege protects legal advice and litigation communications.

Settlement offers made under formal rules (e.g., Calderbank or Part 36 analogues) carry costs consequences if unreasonably refused.

Arbitration awards are final and enforceable under the New York Convention; judicial review is limited to procedural grounds.

Mediation is non-binding unless a settlement agreement is signed; confidentiality generally attaches to the process.

Research method: identify issue, locate primary authority, verify currency via citator, and check for subsequent overruling.

Boolean operators (AND, OR, NOT, proximity) refine database searches; truncation symbols vary by platform.

Citation formats differ by jurisdiction (e.g., neutral citations, parallel citations); pinpoint references must match the paragraph or page.

Drafting rule: define terms once in a definitions clause and use them consistently; avoid synonyms for defined terms.

Ambiguity is construed contra proferentem against the drafter in consumer and standard-form contracts.

Recitals state background and intent but generally do not create operative obligations; operative clauses govern.

Numbering hierarchy (clause, sub-clause, paragraph) must be internally consistent to survive interpretation disputes.

Proofreading checks: defined-term consistency, cross-reference accuracy, dates, and currency of cited legislation.

Confidentiality survives termination of the retainer; privilege protects communications from compelled disclosure.

Conflict of interest rules require informed consent or withdrawal; concurrent conflicts are generally non-consentable.

Client money must be held in a segregated trust account and reconciled; commingling with firm funds is prohibited.

Duty of candor to the tribunal limits advocacy; counsel may not present evidence known to be false.

Anti-money-laundering duties include customer due diligence, beneficial ownership identification, and suspicious activity reporting.

Fee arrangements must be disclosed; contingent fees are restricted or prohibited in some jurisdictions.

Supervision obligations extend to non-lawyer staff and outsourced providers performing legal work.

Whistleblowing and reporting obligations may override confidentiality where statute mandates disclosure of suspected crime.

Compliance program elements: risk assessment, policies, training, monitoring, reporting channels, and remediation.

Three lines of defence: business operations own risk; compliance monitors; internal audit provides independent assurance.

Risk register records likelihood, impact, owner, and mitigation status; residual risk is assessed after controls.

Data protection principles: lawfulness, purpose limitation, minimization, accuracy, storage limitation, integrity, accountability.

Cross-border data transfers require a lawful mechanism (adequacy decision, standard contractual clauses, or derogation).

Regulatory change management tracks new rules to implementation deadlines and assigns accountable owners.

Key risk indicators (KRIs) provide early warning; thresholds trigger escalation to the board or risk committee.

Records retention schedules must align with statutory minimums and litigation hold obligations.

Copyright protects original expression fixed in a tangible medium; ideas, facts, and functional elements are not protected.

Copyright duration is typically life of the author plus 70 years; corporate works follow publication-based terms.

Fair use/fair dealing factors: purpose, nature of work, amount taken, and effect on the market.

Trademark rights arise through use or registration; infringement requires likelihood of confusion.

Patents require novelty, inventive step, and industrial application; term is generally 20 years from filing.

Trade secrets require reasonable secrecy measures; protection lasts while secrecy is maintained.

Database rights and confidentiality can protect compilations that fail copyright originality thresholds.

Moral rights (attribution, integrity) may be waivable in some jurisdictions but not others.

Employment status tests: control, integration, and economic reality/multiple-factor tests determine employee versus contractor.

Wrongful dismissal requires breach of contract; unfair dismissal requires absence of a fair reason and fair procedure.

Statutory minimum notice and redundancy payments depend on length of service and age bands.

Discrimination law protects specified characteristics; indirect discrimination requires a provision, criterion, or practice causing disadvantage.

Collective bargaining agreements bind unionized employers; grievance and arbitration procedures are typically mandatory first steps.

Whistleblower protections prohibit retaliation against employees reporting legal violations in good faith.

Workplace health and safety duties require risk assessments and consultation with worker representatives.

Restrictive covenants are enforceable only if reasonable in scope, duration, and geography and protect legitimate interests.

Matter opening requires conflict checks, engagement letters, scope definition, and fee arrangements before work begins.

File management follows retention schedules; destruction must be suspended under litigation hold.

Time recording supports billing and file audits; contemporaneous entries are more defensible than reconstructed ones.

Trust account reconciliations are typically required monthly, with three-way reconciliation of bank, ledger, and client balances.

Delegation must match competence; supervising lawyers remain responsible for work product quality.

Business continuity plans address data backup, remote access, and succession for sole practitioners.

Key performance indicators include realization rate, utilization, lock-up days, and write-offs.

Engagement letters should state scope limits, fee basis, billing frequency, and client responsibilities.

E-discovery phases: identification, preservation, collection, processing, review, and production.

Legal hold notices must be issued promptly on reasonable anticipation of litigation and tracked for compliance.

Spoliation sanctions range from adverse inference to dismissal, depending on culpability and prejudice.

Metadata (author, dates, custodian) supports authenticity and privilege review; native formats preserve it.

Technology-assisted review (predictive coding) is accepted where methodology is documented and validated.

Privilege logs identify withheld documents; inadvertent production may be clawed back under applicable rules.

Proportionality limits discovery to claims at issue, considering cost and burden relative to stakes.

Data mapping identifies systems, custodians, and retention to scope preservation and collection.

Intake screening captures parties, dates, limitation deadlines, jurisdiction, and conflicts before engagement.

Initial interview structure: open narrative, chronological clarification, then targeted questions on elements of the claim.

Active listening techniques include summarizing, reflecting, and clarifying without leading the client.

Informed consent requires disclosure of risks, alternatives, costs, and the basis of fees.

Retainer agreements should define scope, fee structure, communication expectations, and termination terms.

Client communication protocols set response times and update frequency; documented updates reduce complaints.

Capacity and vulnerability checks identify clients needing guardianship or supported decision-making.

Declining a matter requires prompt notice so the client can seek other counsel before deadlines expire.

Doctrine of precedent operates vertically (binding from higher courts) and horizontally (persuasive among equals).

Statutory interpretation tools: literal, golden, mischief, and purposive approaches; plain meaning prevails absent ambiguity.

Equity developed to remedy common law rigidity; equitable remedies include injunction, specific performance, and rescission.

Separation of powers allocates legislative, executive, and judicial functions; courts review executive action for legality.

Jurisdiction over persons requires service or presence; forum non conveniens may transfer to a more appropriate court.

Treaties may be monist (self-executing) or dualist (requiring implementing legislation).

Legal capacity thresholds (minority, mental capacity) determine validity of contracts and testamentary instruments.

Customary international law binds states absent persistent objection; jus cogens norms cannot be derogated.

Pleadings must state material facts, not evidence; failure to plead a cause of action can be struck out.

Interlocutory applications (interim injunctions, security for costs) are decided on paper or short hearings.

Witness statements serve as evidence-in-chief; cross-examination tests credibility and consistency.

Expert evidence must be independent; the court may appoint a single joint expert to control cost.

Costs follow the event as a default; the losing party pays a proportion of the winner's costs.

Enforcement methods include garnishee orders, charging orders, and writs of control over goods.

Alternative dispute resolution clauses may be mandatory preconditions to litigation; ignoring them risks a stay.

Res judicata and issue estoppel bar re-litigation of matters finally determined on the merits.

Misrepresentation renders a contract voidable; remedies include rescission and damages; fraudulent misrepresentation may support tort claims.

Entire agreement clauses limit reliance on pre-contractual statements but do not automatically exclude fraud.

Penalty clauses are unenforceable; liquidated damages must be a genuine pre-estimate of loss.

Indemnity clauses shift risk; they are construed strictly and should specify scope and cap.

Assignment transfers rights; novation transfers rights and obligations with consent of all parties.

Set-off rights allow netting of mutual debts; contractual set-off must be expressly drafted.

Bills of lading and letters of credit are governed by UCP 600; strict compliance with terms is required.

Statute of frauds requires writing for certain contracts (land, guarantees) in many common law jurisdictions.

Shareholder remedies include derivative actions, unfair prejudice petitions, and winding-up on just and equitable grounds.

Directors' conflicts must be declared and, where required, approved by disinterested directors or shareholders.

Capital maintenance rules restrict distributions to shareholders; dividends require distributable profits.

Mergers require board approval, shareholder vote, and regulatory clearance where thresholds are met.

Corporate governance codes recommend board independence, audit committees, and separation of chair and CEO roles.

Insolvency tests: cash-flow (inability to pay debts as due) and balance-sheet (liabilities exceed assets) tests.

Lifting the veil may occur for fraud, sham, or where a company is an agent of its controller.

Group structures require attention to upstream guarantees, cross-defaults, and transfer pricing rules.

Competence requires keeping abreast of relevant law and technology; outsourcing does not dilute responsibility.

Advertising and solicitation rules restrict unsolicited contact and misleading claims about expertise.

Fee sharing with non-lawyers is generally prohibited except in permitted structures (e.g., ABS, MDP).

Safeguarding client assets includes dual authorization for transfers and periodic independent review.

Privilege can be waived by disclosure to third parties; common interest agreements preserve it in joint defences.

Reporting obligations to regulators may arise on suspicion of money laundering, with tipping-off prohibitions.

Withdrawal requires court leave where proceedings are pending and must avoid prejudicing the client.

Professional indemnity insurance and continuing education are mandatory in most jurisdictions.

Risk appetite statements define tolerance levels and guide escalation decisions.

Control testing samples transactions to verify design and operating effectiveness; exceptions require remediation plans.

Third-party risk management includes due diligence, contractual controls, and ongoing monitoring of vendors.

Incident response plans specify escalation, notification timelines, and regulatory reporting duties.

Sanctions screening must cover customers, beneficial owners, and transaction parties; false positives are documented.

Regulatory examinations require documented policies, training records, and audit trails.

Scenario analysis and stress testing quantify exposure to identified risks.

Board reporting should summarize top risks, KRIs, incidents, and remediation status.

Trademark registration classes follow the Nice classification; opposition periods allow third-party challenges.

Patent prosecution includes prior art search, claims drafting, and examination responses.

Freedom-to-operate analysis identifies blocking patents before product launch.

Copyright licensing distinguishes exclusive (must be in writing) from non-exclusive licences.

Data protection impact assessments are required for high-risk processing such as large-scale profiling.

Data subject rights include access, rectification, erasure, restriction, portability, and objection.

Breach notification timelines vary (e.g., 72 hours under GDPR) and depend on risk to data subjects.

Open-source licences impose attribution and copyleft obligations that can affect proprietary distribution.

Employment contracts may incorporate handbooks by reference; unilateral changes require contractual authority.

Overtime and minimum wage rules set statutory floors; record-keeping supports compliance.

Disability accommodation requires reasonable adjustments unless undue hardship.

Whistleblower and retaliation claims require protected activity and adverse action causation.

Redundancy consultation obligations trigger at collective thresholds (e.g., 20 employees in some regimes).

TUPE/transfer of undertakings preserves terms on business transfers in applicable jurisdictions.

Non-compete enforceability varies by jurisdiction; some ban them outright.

Employee monitoring must comply with privacy law and be proportionate and disclosed.

Document management systems enforce version control and access permissions by matter.

Conflict databases must be searched before opening a matter and on lateral hires.

Billing guidelines from institutional clients may cap disbursements and require task-based codes.

Professional indemnity notifications must be timely; late notification may void cover.

Succession planning addresses client files, trust balances, and notification to clients on closure.

Security controls include multi-factor authentication, encryption, and access logging.

Financial controls include segregation of duties between billing and trust payments.

Client satisfaction surveys and complaint logs feed service improvement and risk registers.

Collection should preserve hash values to demonstrate integrity of evidence.

Deduplication reduces review volume; near-duplicate detection groups similar documents.

Privilege review workflows combine keyword filters with human review and QC sampling.

Production formats (TIFF with load files versus native) affect usability and metadata preservation.

Cooperation principles encourage proportionate scope agreements and ESI protocol orders.

Forensic imaging is required for deleted data and devices; chain of custody must be documented.

Cloud data sources (email, collaboration platforms) require custodian and retention mapping.

Automated redaction must be validated to prevent inadvertent disclosure.

Conflict waivers must be informed, written, and limited to identified conflicts.

Fee estimates should distinguish disbursements and third-party costs from professional fees.

Client portals and secure email reduce interception risk and support document exchange.

Complaint handling procedures require acknowledgement timelines and escalation paths.

Vulnerable client protocols include verifying identity and checking for undue influence.

Termination letters should state the effective date, return of documents, and any lien for fees.

Translation and interpretation needs should be identified at intake to avoid miscommunication.

Case intake checklists reduce missed deadlines by capturing key dates and limitation triggers.

Substantive law defines rights and duties; procedural law governs enforcement and remedy.

Criminal burden is beyond reasonable doubt; civil burden is balance of probabilities.

Inquisitorial systems place greater investigative responsibility on judges; adversarial systems rely on party presentation.

Judicial review tests legality, rationality, and procedural fairness, not the merits of the decision.

Class actions aggregate claims; certification requires common issues and adequate representation.

Legal aid eligibility is means-tested and scope-limited in most jurisdictions.

Standing requires a sufficient interest in the matter; public interest standing is discretionary.

Amicus curiae briefs provide non-party expertise without joining the litigation.

IRAC structure: issue, rule, application, conclusion; use for memos and exam answers.

Legal memoranda should distinguish facts, assumptions, and conclusions; cite authority for each rule.

Plain language drafting improves enforceability and reduces ambiguity; avoid archaic legalese.

Operative clauses should specify parties, obligations, timing, payment, termination, and governing law.

Conditions precedent and subsequent should be clearly labelled and cross-referenced.

Boilerplate clauses include notices, assignment, severability, entire agreement, and counterparts.

Citation checking includes verifying subsequent history and negative treatment.

Version control and tracked changes support negotiation history and audit trails.

Duty to the court overrides client instructions where disclosure of adverse authority is required.

Confidentiality exceptions include prevention of serious crime and statutory reporting.

Client consent to conflicts must be informed and confirmed in writing.

Trust account audits may be random; discrepancies require immediate correction and reporting.

Advertising must not create unjustified expectations or imply official endorsement.

Fees must be reasonable; unconscionable billing can be challenged and refunded.

Supervisory duties include ensuring unlicensed staff do not give legal advice.

Professional conduct rules apply across jurisdictions where admitted; multi-jurisdictional practice is limited.

Compliance risk assessments rank inherent risk and control effectiveness to derive residual risk.

Policies must be version-controlled, approved, and reviewed on a defined cycle.

Training completion should be tracked and tested; failures trigger remediation.

Whistleblowing channels must be confidential and non-retaliatory.

Regulatory change logs map new requirements to owners and deadlines.

Internal audit reports to the audit committee, not management, to preserve independence.

Key control testing should include sample sizes and documented evidence.

Remediation plans require owners, deadlines, and verification of closure.

Trademark use requirements: continuous use and renewal fees preserve registration.

Patent term adjustments and extensions may apply for regulatory delays.

Copyright exceptions include quotation, criticism, and educational use subject to conditions.

Trade secret protection requires NDAs, access controls, and exit interviews.

Data processing agreements must specify processor obligations and sub-processor approval.

Cross-border transfer impact assessments evaluate third-country legal frameworks.

Database rights in the EU last 15 years from creation or substantial investment.

IP audits identify unregistered rights, ownership gaps, and assignment records.

Probationary periods must be stated in the contract; termination during probation still requires fair process.

Garden leave clauses keep employees on payroll but away from work during notice.

Settlement agreements typically require independent legal advice to be binding.

Collective redundancy consultation must be meaningful and in good faith.

Equal pay audits identify gender pay gaps and justify differences.

Workplace investigations must be impartial, documented, and follow natural justice.

Disciplinary sanctions should be proportionate and consistent with precedent.

Immigration compliance requires right-to-work checks and record retention.

Matter budgets should include phase estimates and contingency for scope changes.

Client money reconciliations require three-way agreement: bank, client ledger, and cash book.

Document retention policies must account for statutory and regulatory minimums.

Insurance renewals and coverage limits should be reviewed annually.

Vendor contracts should include confidentiality, security, and termination rights.

Business continuity testing should include data recovery and alternate communications.

Key performance indicators include matter profitability and client retention.

File audits sample closed matters for completeness and compliance.

Preservation letters should identify custodians, date ranges, and data sources.

Data collection should document chain of custody and hash verification.

Review workflows combine keyword search, TAR, and human QC.

Privilege logs should include document identifiers and basis for withholding.

Production specifications should define format, metadata fields, and confidentiality designations.

Cross-border discovery must consider blocking statutes and data protection law.

Mobile device data requires forensic extraction and privacy safeguards.

E-discovery costs can be shifted for abusive conduct or disproportionate requests.