West Virginia Privileged and Confidential Memorandum - Pipes

State:
Multi-State
Control #:
US-ENTREP-0045-1
Format:
Word; 
Rich Text
Instant download

Description

Memorandum written toprovide guidance as to "best practices and procedures" related to its corporate finance activities, namely raising capital in the form of privately-placed securities, commonly referred to as PIPEs, for existing publicly-traded issuers (pursuant to the rules and regulations of both the Securities Act of 1933 and the Exchange Act of 1934).
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  • Preview Privileged and Confidential Memorandum - Pipes
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  • Preview Privileged and Confidential Memorandum - Pipes
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FAQ

But if your conversations with your attorney are for planning or furthering an ongoing crime or fraud, or one that hasn't happened yet, the attorney-client privilege doesn't apply.

No matter how the attorney-client privilege is articulated, there are four basic elements necessary to establish its existence: (1) a communication; (2) made between privileged persons; (3) in confidence; (4) for the purpose of seeking, obtaining or providing legal assistance to the client.

What is covered under attorney-client privilege in Virginia? Under Rule 1.6 in the Virginia State Bar Professional Guidelines, in Virginia, attorney-client privilege covers any information a client deems confidential, such as information that could embarrass or harm them in any way.

Work product is divided into two categories: ordinary and opinion. Ordinary work product is the result of gathering basic facts or conducting interviews with witnesses, and is discoverable if there is a showing of substantial need, like a witness that becomes unavailable.

The lawyer may reveal confidential client information only when the client gives informed consent, to comply with a court order, or when another exception under the Rules of Professional Conduct applies. N.C. Rules of Prof'l Conduct RR. 1.6(a), 1.6(b).

Specifically, the Michigan rules also state that your lawyer isn't permitted to ?(1) reveal a confidence or secret of a client; (2) use a confidence or secret of a client to the disadvantage of the client; or (3) use a confidence or secret of a client for the advantage of the lawyer or of a third person, unless the ...

?Objection that is privileged? When there is attorney-client privilege, it means the conversation or information exchanged between the client and his attorney, can be prevented from being disclosed to the jury.

Most states allow?or require?attorneys to disclose information learned from a client that will prevent death or serious injury. Many have a similar rule where revealing otherwise confidential information would prevent or remedy financial injury due to a crime or fraud.

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West Virginia Privileged and Confidential Memorandum - Pipes