Drafting Legal Documents

1. Prepare an outline. Before you start to draft a set of regulations, prepare an outline to organize the subject matter of the regulations. The amount of effort that you put into this startup phase of a drafting project has great impact on the usefulness of the final product. Without proper organization and arrangement, and the clarity that results from the use of good drafting principles, the major topics of a document can easily be lost. Use of the following principles should make your outline a beneficial tool. .

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Types of Meetings
2. Establish a single principle of division and use that principle to divide the subject matter into major topics. First, establish a principle of division. Consider the one or more audiences that the regulations address. For example, if you are addressing a problem about cats, you would organize the material differently, depending on the audience you are addressing. After establishing the basic principle of division based on the audience addressed, you should organize the subject matter of the document by major topics. In many cases, the major topics are apparent and may influence you to change your principle of division.
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3. Arrange the items within a topic in a logical sequence. Once you have established your classifications, you must arrange them in a sequence that is helpful to the audience you are addressing. Here are some suggestions to help you arrange the information in your regulations: Place general provisions before specific provisions. Place more important provisions before less important provisions. Place more frequently used provisions before less frequently used provisions.
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 Place permanent provisions before temporary provisions.

Place administrative provisions (such as effective date provisions) and penalty provisions at the end.
Headings Use a heading for each designated component of the regulations. A heading is a catch line that describes the subject matter of a particular component of your regulations. Descriptive headings should illustrate the logic and arrangement of your regulations. Descriptive headings help readers locate the provisions of the regulations that apply to them.
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Use headings to indicate that material in a series of section is related. EXAMPLE: 2.3 Board of directors: Appointment. 2.4 Board of directors: Term of office. 2.5 Board of directors: Duties.

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Use headings to indicate that a group of related subjects is treated together in a single section. EXAMPLE: 2.6 Filing complaints; time limits; action by the Board.

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Purpose Clause

1. Include a purpose clause only when necessary. A purpose clause is a simple statement of intent that appears at the beginning of a part or subpart. The purpose clause is used to help the reader interpret the regulations. Use a purpose clause only when you know that some of your sections, due to their complex substance, are difficult to understand. If you need a purpose clause, draft it after you draft your regulations. Otherwise, it can become a crutch used to avoid resolving difficult substantive issues in the regulations.

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2. Do not include a substantive rule within a purpose clause. A substantive rule belongs in the main body of the regulations. A reader may miss a rule tucked away in what should be limited to a simple statement of purpose.

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1. Write in the active voice. The active voice eliminates confusion by forcing you to name the actor in a sentence. This construction makes clear to the reader who is to perform the duty. The passive voice makes sentences longer and roundabout. Who is responsible is much less obvious. The passive voice reverses the natural, active order of English sentences. In the following passive example the receiver of the action comes before the actor.

Passive: The regulation [receiver] was written [verb] by the drafter [actor].
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Active: The drafter [actor] wrote [verb] the regulation [receiver].

Passive constructions are confusing when used in regulations. Active sentences must have actors, but passive ones are
The material will be delivered. The start date is to be decided. The figures must be approved. By whom? By whom? By whom?

incomplete without them.

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Putting the actor before the verb forces you to be clear about responsibility. The messenger will deliver the material. The contractor will decide the start date. The administrator must approve the figures. The passive voice is appropriate when the actor is unknown, unimportant, or obvious. This does not usually apply in regulatory text.

Small items are often stolen.

The applications have been mailed.
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DON'T SAY

SAY

give consideration to
is applicable to make payment give recognition to is concerned with

consider
applies to pay recognize concerns

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2. These are called action verbs

They are called "nominals" - nouns with verbs inside. They are hard to read and make sentences longer. Action verbs are shorter and more direct
shall

imposes an obligation to act, but may be confused with prediction of future action predicts future action
imposes obligation, indicates a necessity to act infers obligation, but not absolute necessity

will
must should

may
may not
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indicates discretion to act

indicates a prohibition

To impose a legal obligation, use "must."

To predict future action, use "will."

DON'T SAY: The Governor shall approve it.

SAY: The Governor must approve it. [obligation]

OR: The Governor will approve it. [future action]

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4. Be direct. Talk directly to your readers. Use the imperative mood. Regulations lend themselves to this style, especially procedures, how-to instructions, and lists of duties. Directness avoids the passive voice:

SAY: Sign all copies.

SAY: Attach a copy of your W-2 to your return.

This style results in procedures that are shorter, crisper, and easier to understand.
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5. Use the present tense. A regulation of continuing effect speaks as of the time you apply it, not as of the time you draft it or when it becomes effective. For this reason, you should draft regulations in the present tense. By drafting in the present tense, you avoid complicated and awkward verb forms.

DON'T SAY: The fine for driving without a license shall be $10.00.
SAY: The fine for driving without a license is $10.00.

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6. Write positively. If you can accurately express an idea either positively or negatively, express it positively. DON'T SAY: The Governor may not appoint persons other than those qualified by the Personnel Management Agency. SAY: The Governor must appoint a person qualified by the Personnel Management Agency.

A negative statement can be clear. Use it if you're cautioning the reader.

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DON'T WALK DON'T SMOKE But avoid several negatives in one sentence. DON'T SAY: A demonstration project will not be approved unless all application requirements are met. SAY: A demonstration project will be approved only if the applicant meets all requirements. It's better to express even a negative in positive form.

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DON'T SAY

SAY

not honest
did not remember did not pay any attention to did not remain at the meeting did not comply with

dishonest
forgot ignored left the meeting

or failed to comply with

violated

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7. Avoid use of exceptions. If possible, state a rule or category

directly rather than describing that rule or category by stating its exceptions. DON'T SAY: All persons except those 18 years or older must... SAY: Each person under 18 years of age must... However, you may use an exception if it avoids a long and cumbersome list or elaborate description. When you use an exception, state the rule or category first then state its exception.

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8. Avoid split infinitives. The split infinitive offends many readers, so avoid it if you can. DON'T SAY: Be sure to promptly reply to the invitation. SAY: Be sure to reply promptly to the invitation. or SAY: Be sure to reply to the invitation promptly. 9. Use the singular noun rather than the plural noun. To the extent your meaning allows, use a singular noun instead of a plural noun. You will avoid the problem of whether the rule applies separately to each member of a class or jointly to the class as a whole.
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DON'T SAY: The guard will issue security badges to the employees who work in Building D and Building E. SAY: The guard will issue a security badge to each employee who works in Building D and each employee who works in Building E. unless you mean The guard will issue a security badge to each employee who works in both Building D and Building E. (There are other possible meanings.)

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10. Be consistent. Don't use different words to denote the same things. Variation for the sake of variation has no place in regulation writing. Using a synonym rather than repeating the precise term you intend just confuses the reader. DON'T SAY: Each motor vehicle owner must register his or her car with the Automobile Division of the Metropolitan Police Department. SAY: Each automobile owner must register his or her automobile with the Automobile Division of the Metropolitan Police Department.

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Don't use the same word to denote different things.

DON'T SAY: The tank had a 200-gallon tank for fuel.

SAY: The tank had a 200-gallon fuel container.

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11. Use parallel structure. Arrange sentences so that parallel ideas look parallel. This is important when you use a list. Nonparallel construction: The duties of the Executive Secretary of the Administrative Committee are: To take minutes of all the meetings; (phrase) The Executive Secretary answers all the correspondence; and (clause) Writing of monthly reports. (topic)

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Video conferencing
Parallel construction:

To take minutes of all the meetings;

To answer all the correspondence; and To write the monthly reports.

12. Prefer simple words. Government writing should be dignified, but doesn't have to be pompous. Writing can be dignified when the language is simple, direct, and strong. To make your writing clearer and easier to read -- and thus more effective -- prefer the simple word.

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DON'T SAY construct, fabricate initiate, commence terminate utilize substantial portion afforded an opportunity

SAY make begin end use large part allow

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13. Omit needless words. Don't use compound prepositions and other wordy expressions when the same meaning can be conveyed with one or two words.

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DON'T SAY
because of the fact that call your attention to the fact that for the period of in many cases in many instances in the nature of the fact that he had not succeeded the question as to whether

SAY
since (because) remind you for often sometimes like his failure whether

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14. Avoid redundancies. Don't use word pairs, if the words have the same effect or where the meaning of one included the other. Examples: Word pairs to avoid

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any and all

authorize and direct cease and desist each and every full and complete order and direct means and includes

necessary and desirable

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USE RATHER WORDS THAN THESE WORDS LIKE

alibi ability
impossible please waste

allege achieve
liable reasonable wrong useful

blame benefit
oversight reliable you

complaint guarantee
unfortunate service

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RATHER THAN THESE WORDS

alibi
impossible waste

allege
liable wrong

blame
oversight

complaint
unfortunate

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Avoid noun sandwiches. Administrative writing uses too many noun clusters -- groups of nouns "sandwiched" together. Avoid these confusing constructions by using more prepositions. DON'T SAY: Underground mine worker safety protection procedures development. SAY: Development of underground procedures for the protection of the safety of mine workers.

OR MORE LIKELY: Development of procedures for the protection of the safety of workers in underground mines.
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DON'T SAY
Crewman Draftsman Enlisted men Fireman Foreman Manhours

SAY
Crew member Drafter Enlisted personnel Firefighter Supervisor Hours worked

Manpower

Personnel, workforce

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Don't use gender-specific terminology (the previous table)

DON'T SAY: The administrator or his designee must complete the evaluation form. SAY: The administrator or the administrator's designee must complete the evaluation form. Be careful when you rewrite to avoid the problem. The following examples don't necessarily have the same meaning Each Regional Director will announce his or her recommendations at the conference. The Regional Directors will announce their recommendation at the conference.
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Write short sentences. Readable sentences are simple, active, affirmative, and declarative. The more a sentence deviates from this structure, the harder the sentence is to understand. Long, run-on sentences are a basic weakness in legal documents. Legal documents often contain conditions which result in complex sentences with many clauses. The more complex the sentence, the greater the possibility for difficulty in determining the intended meaning of the sentence.

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Solutions

State one thing and only one thing in each sentence.

Divide long sentences into two or three short sentences. Remove all unnecessary words. Strive for a simple sentence with a subject and verb. Eliminate unnecessary modifiers. If only one or two simple conditions must be met before a rule applies, state the conditions first and then state the rule.

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 If two or more complex conditions must be met before a rule applies, state the rule first and then state the conditions. If several conditions or subordinate provisions must be met before a rule applies, use a list.

Make lists clear and logical in structure. Listing provides white space that separates the various conditions. Listing can help you avoid the problems of ambiguity caused by the words "and" and "or".

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Use short paragraphs. A writer may improve the clarity of a regulation by using short, compact paragraphs. Each paragraph should deal with a single, unified topic. Lengthy, complex, or technical discussions should be presented in a series of related paragraphs.

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DON'T SAY accorded adequate number of afford an opportunity afforded all of the approximately attains the age of at the time attempt [as a verb] by means of calculate category cease commence complete [as a verb]

SAY given enough allow, let given all the about become... years old when try by compute kind, class, group stop begin, start finish

conceal
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hide

DON'T SAY expiration feasible for the duration of for the purpose [or other gerund] for the reason that forthwith frequently hereafter heretofore implement portion possess preserve prior of

SAY end possible during holding to hold or comparable infinitive because immediately often after this... takes effect before this... takes effect carry out, do follow part have keep earlier

prior to
proceed
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before
go, go ahead

DON'T SAY procure prosecute its business provides guidance for provision of law

SAY obtain, get carry on its business provides law

purchase [as a verb]

pursuant to remainder render [in the sense of "cause to be"] render [in the sense of "give"]

buy
under rest make give

require [in the sense of "need"]

retain

need
keep

specified [in the sense of "expressly named mentioned" or "listet"] State of Kansas subsequent to suffer [in the sense of "permit"] Kansas after permit

sufficient number of

enough

summon
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send for, call

How to Write a Legal Letter of Intent

A legal letter of intent, also known as a Memoranda of Understanding or Memoranda of Agreement, is a legal document in which a buyer states his intentions to pursue negotiations to purchase your business. The letter of intent serves as a signal that you and a buyer are in serious negotiations, and it normally comes into play after both parties sign a Confidentiality Agreement, which is a legal document that says neither you nor the buyer will disclose certain confidential information about the business transaction and future business dealings.

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Instructions

1 Start the letter by using a professional business letter template. This means you should include a formal heading and a date at the top of the letter, as well as the recipient's business address. Your legal letter of intent should be on plain white paper, and should use a basic serif font such as Times New Roman with a font size of 10 or 12. Be sure your margins are set at 1 inch on each side, and try not to fit it on one page.
2 Write the introductory paragraph of the letter. State your purpose or interest, and provide an overview of your business. Include your name and the name of your buyer or buyers.
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3. Write a paragraph that includes a confidentiality and nondisclosure clause. Even though you likely signed a confidentiality agreement, including this clause in your letter of intent is an extra step to ensure the buyer doesn't disclose any confidential information that he learns during the negotiation process.

4.Include an "acceptance paragraph" in the legal letter of intent,

which is a statement in which you indicate your intent to pursue good faith negotiations with the buyer. Include a line in the acceptance paragraph that you won't pursue negotiations with other interested parties while you are working with the current buyer. Give written permission for the buyer to reach out to your banker or your accountant to get certain information about your business.
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5. Specify a time period for the completing the deal. This will help
you keep the negotiation process on track, and give you and you buyer a documented time frame from which to work by.

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How to Write a Legal Business Letter

Learning how to write a formal legal business letter may be necessary at some point in a professional's life. Not every legal business letter will be the same, but there are basic guidelines a user can follow to write a successful professional legal business letter.

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 Instructions

1. Set up the layout of the legal business letter. Set the margins at one inch (from every direction). Use the font of Times New Roman, 12 point. Paragraph headings can be used if the letter is longer than one page. Paragraph headings separate different subjects, adding clarity to new topics. Write the paragraph headings in bold.
2. Address the letter. The sender's return address will be placed in the upper left corner. If using paper that has company stationary or a letterhead, a return address will not be needed. The address will appear as:
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 Full name and title

Company name
Company address

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3. Begin the letter with a salutation. Dear (name) (add a last name
if you do not know the addressee very well). Add a comma or colon, whichever is preferred. A comma is less formal than a colon. Skip the next line.

4. Write the body of the letter in full block style, aligning the letter
along the left margin. Do not indent the beginning of paragraphs. Skip one line between each paragraph. Add one space following punctuation. Do not use colons or semi-colons in the body of the letter. Sentences should be less than twenty words long. Be clear and concise.

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5. Sign the letter. This format is a matter of personal preference. Possibilities include: Sincerely, Regard, Best Regards or Best Wishes. Then leave space for adding the hand-written signature at the end of the letter. 6. Proofread the letter carefully. Make sure all punctuation, spelling and grammar are correct. It helps to read the letter aloud; it is easier to catch mistakes this way. Have someone else proofread the letter before it is sent. 7. Print the letter on high-quality stock paper. Use neutral colors like white or off-white.

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8. Address the envelope. A typed envelope is the best form for a business letter as it adds a professional quality to the correspondence. The return address will be located at the top left of the envelope. The receiver's address will be located at the center bottom of the envelope. Place a stamp in the upper right corner, and the letter will be ready to send.

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Clear rules and guidelines to follow in writing an effective complaint letter. Letter Samples to help guide your complain. Got a complaint? Why not? Life's full of them. Did your cell phone carrier not provide the services you expected? Is it that the rebate you expected for purchasing that new computer wasn't the amount you were promised? Face it, at some time you're going to have a complaint that needs to be put in writing. Rather than dread the inevitable, keep in mind that writing a complaint letter can be easy if you just follow five simple rules.

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 Rule One - Keep in mind that no matter how upset you are, don't let your hostility spill over into your writing. To be taken seriously it is essential to keep a calm and professional tone in your letter. This means no blaming, no name calling, and definitely no foul language.

Rule Two - Use a three point approach. This approach breaks down your letter into three paragraphs with each one having a specific purpose.

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 Paragraph one - needs to clearly explain the transaction or situation you had expected. Use as much detail as possible in this paragraph. Be certain to list dates, dollar amounts (both by unit and total), names, and any other pertinent information. This will give the reader an idea of your perspective on the situation. Paragraph two - explains the problem. Remember, don't blame. Everyone makes mistakes so keep this assumption in your mind as you write. Mention any copies of documentation which substantiates your claim. For example, if you have a copy of the advertisement showing a $150 rebate and the check that you received for only $50.
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Paragraph three - is the resolution. Many people have a bad habit of stopping after the second paragraph. They can easily state what they wanted and even more easily point out the flaws, but the third paragraph is critical. This is where you tell the reader exactly what you want them to do. Don't ever assume that a complaint alone is enough. Many times it isn't. If you want a check sent, say so! If you need a replacement of poor quality merchandise, tell them!

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\ Rule Three - Give contact information. If there are questions regarding your letter, who should be contacted and how? List a valid phone number or email address. This should be at the end of the third paragraph. Rule Four - Use a professional business letter format. This will help bring the reader's respect and add credibility to your writing. Rule Five - As you close your letter thank the reader for their assistance. People respond better when they feel they are being asked and appreciated, rather than ordered.

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Thank you!

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