Lawyers can only give legal advice on the law of the States in which they are admitted. Accordingly, in some cases, such as where corporate borrowers are organized in more than one State or real estate guarantees are located in more than one State, additional opinions of local attorneys in those other States may be warranted. These costs can add up quickly, so lenders and borrowers should consult with their lawyers and consider their respective arguments as to whether the added value of these assessments outweighs the costs. What is the purpose of an opinion? You must clearly explain why you want legal advice. Is this for you: While the use of legal opinion has declined in recent years in relation to many large transactions, particularly those involving publicly traded companies, there are still instances where legal advice is required – such as under subsection 13.4(1) of the Insolvency and Insolvency Act, RSC 1985, c B-3 («BIA»). We can give you our legal advice or we can help you get legal advice from a lawyer. We believe that our opinions are practical and allow you to make good decisions and follow the right course of action. An expert opinion is not the same as a legal opinion. This is the process of obtaining legal advice: in commercial transactions, especially in the context of financing, the lender needs an opinion on the commercial capacity of the borrower and the enforceability of the transaction documents that the borrower must seize.
This type of assessment is generally provided by the borrower`s lawyer or the lender`s advisor, according to the ethical rule that applies to the delivery of these expertises applicable to the jurisdiction. If the company in question is from a foreign country, the opinion is often referred to as a foreign legal opinion. Good opinions are practical and written in plain language. We do not write scientific articles where it is difficult to act. We always provide a summary with a short and clear answer. Details can be found in the main part of the notice. When we issue legal opinions, we set out the facts and the relevant law, and then we apply the law to the facts. Usually, we will also give you a list of decisions or actions you can take based on our legal advice. We strive to answer your question and give you practical advice to help you take meaningful and informed action.
Opinions should be an objective analysis, not a subjective one. A legal opinion usually includes the following: It is also important to recognize the risk of liability that a lawyer accepts when preparing a legal opinion. This risk is not limited to financial problems, but can also affect the lawyer`s reputation. With this in mind, follow the «golden rule» when seeking legal advice from an opposing lawyer – don`t ask for the inclusion of a particular opinion that you wouldn`t provide yourself in similar circumstances. Legal advice confirms a party`s ability to contract and perform its obligations under the transaction documents. The purpose of legal advice in a transaction is to provide an additional layer of assurance to the party receiving the notice. In U.S. lending transactions, it is common for the borrower`s advisor to give notice to the lender (but not vice versa). The borrower`s legal advice usually includes (among other things) statements that, in the opinion of the borrower`s lawyer, the loan documents are enforceable, the liens are enhanced, the loan documents do not conflict with other specified documents, and the borrower is authorized by the borrower`s board of directors to complete the transaction. The borrower himself usually makes similar assurances and guarantees in the loan documents, but the legal opinion offers confirmation from an additional source – the borrower`s lawyer. If the borrower`s lawyer gives legal advice to the lender, the lender has the right to rely on it even if the borrower`s lawyer does not represent the lender.
The lender may also rely on the fact that, in addition to the work of the borrower`s lawyer, the borrower`s lawyer reviewed the loan documents and financial statements of the UCC, reviewed other documents specified in the statement, and conducted due diligence with respect to the borrower`s organizational documents and board resolutions. While the opinion is given for the good of the investors, there may also be benefits to the company. The assessment process may reveal historical deficiencies in important business formalities that are in the company`s interest to remedy. In addition, the fact that the company has provided legal advice in previous transactions can not only reassure current investors, but also facilitate the future financing process. Indeed, if a company is invited to obtain legal advice in a subsequent financing round, the relief work that the lawyer must carry out should generally only cover the period that has elapsed since the last legal opinion was prepared by the same law firm. Just as every potential investor should thoroughly research and understand their risks before investing in an investment, venture capital firms understand that there are no guarantees on an investment. Nevertheless, legal advice can provide some relief. Subsection 13.4(1) of the Bankruptcy and Insolvency Act («BIA») concerns a trustee acting as receiver and receiver or representative of a secured creditor. Before acting on behalf of the secured creditor, the trustee must obtain written advice from a lawyer (not acting on behalf of the secured creditor) that the security right is valid and enforceable against the bankrupt`s estate. The purpose of a legal opinion under section 13.4(1) of the BIA is to reassure the trustee as to the validity of the security to be asserted. The opinion given to a trustee under subsection 13.4(1) of the BIA focuses on the date on which the specific security right was made effective against third parties (or not), as the crucial question is usually whether the security was made effective against third parties at the time of bankruptcy. In addition to a BIA notice under subsection 13.4(1), there may be a number of other scenarios in which legal advice may be required, whether formal or otherwise.
Our main goal is to provide quality legal services and maintain our positive reputation worldwide. Property assessments generally involve both ownership of the land and the registration of a particular charge (for example, a mortgage) on the title. In terms of headlines, opinions can certainly be based on proper research. Lawyers regularly provide opinions on a variety of topics, and legal opinions are an integral part of many large transactions. In all cases, the lawyer concerned is expected to provide an opinion that is both legally correct and not misleading to the recipient. The purpose of legal advice is twofold: a legal opinion (or opinion letter) is an oral or written objective interpretation or analysis of a legal situation by a professional lawyer on which the person to whom it is addressed can rely. In other words, a legal opinion is the opinion of a particular lawyer on the application of the law to a particular matter and usually contains conclusions or recommendations. Legal advice is defined in the dictionary as «advice given by an expert in professional matters». A simplified form of final opinion (2019 Update) Donald W.