Legal Opinions: Understanding & Drafting


CLE credits earned: 2 GENERAL (or 2 LAW & LEGAL for WA state)

Participants of this CLE course can expect to learn what a third-party closing opinion is, what standards govern the opinion giver’s responsibility to the recipient and what resources can be consulted to assist in meeting those standards, what the components of a legal opinion are, and ways in which they may be presented, and what is entailed in conducting due diligence for a legal opinion.

Key topics to be discussed:

•   Customary practice applicable to the preparation and review of legal opinions
•   Issues that opinion preparers can expect to be asked to address in legal opinions
•   Factual assumptions commonly included in legal opinions to establish the basis for the opinions expressed
•   Qualifications (exclusions and limitations) commonly taken to limit the scope of a legal opinion

Date / Time: March 6, 2020

•   2:00 pm – 4:00 pm Eastern
•   1:00 pm – 3:00 pm Central
•   12:00 pm – 2:00 pm Mountain
•   11:00 am – 1:00 pm Pacific

Choose a format:

•   Live Video Broadcast/Re-Broadcast: Watch Program “live” in real-time, must sign-in and watch program on date and time set above. May ask questions during presentation via chat box. Qualifies for “live” CLE credit.
•   On-Demand Video: Access CLE 24/7 via on-demand library and watch program anytime. Qualifies for self-study CLE credit. On-demand versions are made available 7 business days after the original recording date and are view-able for up to one year.

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Original Broadcast Date: May 31, 2019

Jerome A. Grossman, Esq. is Senior Counsel with Gresham Savage Nolan & Tilden, PC, working out of San Diego. His practice concentrates on commercial and real estate financings of all types, including real estate loans, secured and unsecured credit facilities, and asset-based financings and secured transactions generally; he has also worked on securitizations, structured financings, acquisition financings, equipment leasing transactions, and issuances of commercial paper.

Mr. Grossman is a Fellow of the American College of Commercial Finance Lawyers. He is a member of the Board of Governors, and a past President, of the Los Angeles-based Financial Lawyers Conference. He served on the Uniform Commercial Code Committee of the Business Law Section of the California State Bar (now the Business Law Section of the California Lawyers Association) from 1995-2000 (from 1999 to 2000, as its chair). He has served two terms on the Business Law Section’s Executive Committee, and has been on the Steering Committee of the Opinions Committee since its formation in 2001, serving as its chair from 2007 to 2011. He has actively participated in the Working Group on Legal Opinions since its inception in 2007. He has been a member of the Editorial Board of the Business Law Section’s publication, “Business Law News,” since October, 2013, and is currently serving as Editor-in-Chief.

Mr. Grossman is a co-author, with Arthur Rosenberg, of the CEB Action Guide “Enforcing Security Interests in Personal Property,” and, with Edith R. Warkentine, of Secured Transactions: A Context and Practice Casebook (Carolina Academic Press, 2015). He served as Adjunct Professor at Western State College of Law at Argosy University for the Spring 2015 semester, teaching a course in secured transactions.

Accreditation Policy
myLawCLE seeks accreditation for all programs in all states. (Accreditation for paralegals sought thru NALA and NFPA paralegal associations.) Each attending attorney/paralegal will receive a certificate of completion following the close of the CLE program as proof of attendance. In required states, myLawCLE records attorney/paralegals attendance, in all other states attorney/paralegal is provided with the approved CLE certificate to submit to their state bar or governing association.

    Automatic MCLE Approvals

All myLawCLE CLE programs are accredited automatically either directly or via reciprocity in the following states: AK, AR, CA, CT, FL, HI, ME, MO, MT, ND, NH, NM, NJ, NY, WV, and VT. (AZ does not approve CLE programs, but accepts our certificates for CLE credit.)

    Live Video Broadcasts

Live video broadcasts are new live CLE programs being streamed and recorded for the first time. All of these programs qualify for “Live” CLE credit in all states except NV, OH, MS, IN, UT, PA, GA, SC, and LA —these states require in-person attendance to qualify for “Live” CLE credit.

    “Live” Re-Broadcasts

“Live” Re-broadcasts are replays of previous recorded CLE programs, set on a specific date and time and where the original presenting speakers calls in live at the end of the event to answer questions. This “live” element allows for “live” Re-broadcast CLEs to qualify for “Live” CLE credits in most states. [The following states DO NOT allow for “live” CLE credits on re-broadcast CLEs: NV, OH, MS, IN, UT, PA, GA, SC, and LA]

Many states allow for credit to be granted on a 1:1 reciprocal basis for courses approved in another mandatory CLE jurisdiction state. This is known as a reciprocity provision and includes the following states: AK, AR, HI, CT, FL, ME, MO, MT, ND, NH, NM, VT, NJ, NY, and WV. myLawCLE does not seek direct accreditation of live webinars or teleconferences in these states.

Section I. What is a legal opinion?

Section II. What do legal opinions address?

Section III. Format of opinion

Section IV. Expression of the opinion

Section V. Process

Section VI. Resources