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In my cases, I felt that the court spent time on issues that were not only minor, but the court left them unopined. This just encourages laywers to keep doing i

In my cases, I felt that the court spent time on issues that were not only minor, but the court left them unopined. This just encourages laywers to keep doing it, it earns them more money. For example, and since you are an attorney I'll let you research this rather than give you the answer, does a signature on a shareholder petition under corporate by-laws require the word "certify" to be a valid signature? How much should be spent determining the answer to that? Seems pretty cut and dried to me, whether it is or is not required it's hardly breaking new legal ground. What's the answer? (and no weaseling out by saying "it depends". If you want to say "it depends", you need to finish the sentence, on what, and in that case the answer is what.)

pdabbadabba 10y ago
I have no idea! I'm not a corporate lawyer. And, frankly, I'm not surprised that it took a fair amount of legal work to figure out the answer. I, like you I take it, have the intuition that the answer should be "no." But I'm also not confident that the answer is not "yes." If the answer is "yes," I'd say the odds are 50/50 that there is a good reason behind it. (If, as one should, you count as a good reason "there is binding precedent in this circuit that says it must use the word 'certify'" then the odds jump to pretty near 100%.) But I will say that, if you're trying to argue that the legal system is too arcane and complicated, a lawsuit over a "shareholder petition under corporate by-laws" is an exceptionally poor example. This is an especially technical areas of law that, among other things, makes the almost explicit assumption that, given the subject matter, parties will be unusually sophisticated and well resourced.
- sheepleherd 10y ago
  There is no answer, there is no law, no standard, no precedent, which any "unusually sophisticated" lawyer looking at it for a few minutes would realize. But instead of informing the "unusually sophisticated" court honestly "hey, I had this idea, but I researched it and it doesn't look like there is anything directly applicable" (you know, truth, whole truth, nothing but, and no standing by while the court is misled) lawyers get to raise a huge holy stink about it. After I pay for the huge holy stink, do I get an answer? nope. That means that it could come up again tomorrow and I'd have to pay for it again. Lawyers have huge laundry lists of these ideas they get to spitball, except they get paid to do it, the more they spitball the more they get paid, and none of it has anything to do with the matter at hand, the legitimate grievance that the two sides have and are trying to resolve. I just found it on more than one occasion to be unusually playground bullying rather than sophisticated. And on the same-ish topic as sophistication, lawyers like to couch things they say in the cloak of "truth and justice", like for instance, how many times have I heard that the right to petition is so sacrosanct that it's in our Declaration of Independence? Yet went you actually try to pursue a right to petition you are bogged down in lawyerly bullshit.
  - mahyarm 10y ago
    Not a lawyer, but if this specific issue is important to you, could you define it in your contract or by-laws somewhere?
    - deleted 10y ago
      [deleted]
    - sheepleherd 10y ago
      the language was already in the founding documents. yes, with hindsight, more language could have been added; but what I'm saying is, the language that was there is perfectly clear; it's lawyers and their bullshit who create the need for more language that needs to be written by lawyers and guess what, when that language is ignored, another lawsuit, and more lawyer bullshit. What I'm saying is, the system as practiced is completely broken, and it is the fault of the people who maintain the system, and they are called lawyers.
  - pdabbadabba 10y ago
    > Lawyers have huge laundry lists of these ideas they get to spitball, except they get paid to do it, the more they spitball the more they get paid This is a pretty weird way to look at it. I would have thought it went more like this: opposing lawyers come up with some clever arguments to oppose your claim. One of them, I take it, was that the signatures on the petition were not valid because the word "certify" did not appear. Because the lawyers on the other side made this argument, your lawyers had to respond to it to reduce the chances that you would lose the case. Presumably the judge did not rule on that particular question because you wound up losing the case on some other ground (or settling). Is that right? I should also add: I'm not here to argue that lawyers are always good at their jobs and that they always give issues the attention they deserve (no more and no less). This sort of risk assessment is a big part of the job, and it's not always easy. And when there is a lot of money involved, it can be rational to spend a lot of money to address relatively small risks. It could also have been that the certification question was a stupid one that your lawyers should only have spent an hour or two on. But instead, through poor judgment or something else, chose to go waaaay down the rabbit hole. I have no idea. But these things do happen. Lawyers are people, after all. One particular set of lawyers' poor judgment (if that is indeed what actually happened) is not a deep flaw in our legal system. (By the way: what does the Constitutional "Right to Petition" have to do with any of this? I hope you don't think it has anything to do with your shareholder petition case, since the Constitution only protects your right to "petition the GOVERNMENT for a redress of grievances." It doesn't protect your right to bring a shareholder petition, and it most certainly does not protect your right to win every lawsuit that you think you're entitled to win.)

pdabbadabba 10y ago

I have no idea! I'm not a corporate lawyer. And, frankly, I'm not surprised that it took a fair amount of legal work to figure out the answer. I, like you I take it, have the intuition that the answer should be "no." But I'm also not confident that the answer is not "yes." If the answer is "yes," I'd say the odds are 50/50 that there is a good reason behind it. (If, as one should, you count as a good reason "there is binding precedent in this circuit that says it must use the word 'certify'" then the odds jump to pretty near 100%.) But I will say that, if you're trying to argue that the legal system is too arcane and complicated, a lawsuit over a "shareholder petition under corporate by-laws" is an exceptionally poor example. This is an especially technical areas of law that, among other things, makes the almost explicit assumption that, given the subject matter, parties will be unusually sophisticated and well resourced.

sheepleherd 10y ago
There is no answer, there is no law, no standard, no precedent, which any "unusually sophisticated" lawyer looking at it for a few minutes would realize. But instead of informing the "unusually sophisticated" court honestly "hey, I had this idea, but I researched it and it doesn't look like there is anything directly applicable" (you know, truth, whole truth, nothing but, and no standing by while the court is misled) lawyers get to raise a huge holy stink about it. After I pay for the huge holy stink, do I get an answer? nope. That means that it could come up again tomorrow and I'd have to pay for it again. Lawyers have huge laundry lists of these ideas they get to spitball, except they get paid to do it, the more they spitball the more they get paid, and none of it has anything to do with the matter at hand, the legitimate grievance that the two sides have and are trying to resolve. I just found it on more than one occasion to be unusually playground bullying rather than sophisticated. And on the same-ish topic as sophistication, lawyers like to couch things they say in the cloak of "truth and justice", like for instance, how many times have I heard that the right to petition is so sacrosanct that it's in our Declaration of Independence? Yet went you actually try to pursue a right to petition you are bogged down in lawyerly bullshit.
- mahyarm 10y ago
  Not a lawyer, but if this specific issue is important to you, could you define it in your contract or by-laws somewhere?
  - deleted 10y ago
    [deleted]
  - sheepleherd 10y ago
    the language was already in the founding documents. yes, with hindsight, more language could have been added; but what I'm saying is, the language that was there is perfectly clear; it's lawyers and their bullshit who create the need for more language that needs to be written by lawyers and guess what, when that language is ignored, another lawsuit, and more lawyer bullshit. What I'm saying is, the system as practiced is completely broken, and it is the fault of the people who maintain the system, and they are called lawyers.
- pdabbadabba 10y ago
  > Lawyers have huge laundry lists of these ideas they get to spitball, except they get paid to do it, the more they spitball the more they get paid This is a pretty weird way to look at it. I would have thought it went more like this: opposing lawyers come up with some clever arguments to oppose your claim. One of them, I take it, was that the signatures on the petition were not valid because the word "certify" did not appear. Because the lawyers on the other side made this argument, your lawyers had to respond to it to reduce the chances that you would lose the case. Presumably the judge did not rule on that particular question because you wound up losing the case on some other ground (or settling). Is that right? I should also add: I'm not here to argue that lawyers are always good at their jobs and that they always give issues the attention they deserve (no more and no less). This sort of risk assessment is a big part of the job, and it's not always easy. And when there is a lot of money involved, it can be rational to spend a lot of money to address relatively small risks. It could also have been that the certification question was a stupid one that your lawyers should only have spent an hour or two on. But instead, through poor judgment or something else, chose to go waaaay down the rabbit hole. I have no idea. But these things do happen. Lawyers are people, after all. One particular set of lawyers' poor judgment (if that is indeed what actually happened) is not a deep flaw in our legal system. (By the way: what does the Constitutional "Right to Petition" have to do with any of this? I hope you don't think it has anything to do with your shareholder petition case, since the Constitution only protects your right to "petition the GOVERNMENT for a redress of grievances." It doesn't protect your right to bring a shareholder petition, and it most certainly does not protect your right to win every lawsuit that you think you're entitled to win.)