Certified Legal Professional (CLP) Practice Exam

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Prepare for the Certified Legal Professional Exam with our comprehensive study materials. Enhance your legal knowledge with multiple choice questions and quiz formats that offer insights and explanations. Ace your CLP exam with confidence!

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When a negative fact is disclosed to an attorney during a public offering documentation, is that information protected by attorney-client privilege if it is later subpoenaed?

Yes, because corporate personnel were communicating with the attorney on behalf of the client
Yes, because corporate personnel were providing information to assist the attorney's legal representation
No, because the information was provided to the attorney for the purpose of making it public
No, because the attorney was not retained to protect that information

The correct answer is: No, because the information was provided to the attorney for the purpose of making it public

In the context of attorney-client privilege, it is essential to understand the foundational principle that the privilege is designed to protect communications made in confidence for the purpose of seeking legal advice. When a negative fact is disclosed to an attorney in the setting of public offering documentation, the situation changes dramatically if that information becomes part of public documentation. The correct perspective is that the communication was made with the intent for it to be publicly shared. Once information is disclosed publicly, it loses the confidential character required for attorney-client privilege. That means if the information is later subpoenaed, the privilege cannot protect it because the core intent of the communication was to make it part of public records, not to ensure confidentiality. This principle emphasizes that the nature of the communication and its intended confidentiality is crucial. In the context of public offerings, the goal is often transparency and compliance with regulatory requirements, which inherently conflicts with the essence of confidentiality that protects attorney-client communications. In this case, the negative fact was provided with the understanding or expectation that it would be publicly available, thus nullifying any expectation of attorney-client privilege.