InternationalLegal EnglishA course for classroom or self-study use

AmyKrois-Lindnerand

nsLegal@, {

:~~"'" CAMBRIDGE~~, ' UNIVERSITY PRESS

" ),www.cambridge.org "

Introduction

~ /"h

1""fa~!"

~

International Legal English (lLE) is an upper-intermediate toadvanced level course for learners who need to be able to use

English in the legal profession. The course is intended for law

students and practising lawyers alike. The book has beenwritten to prepare candidates for the new International LegalEnglish Certificate (ILEC) examination developed by CambridgeESOL and TransLegal, but it can also be used effectively inlegal English courses of all kinds. ILE is suitable for both self-study and classroom use.

it

Since the vast majority of practising lawyers in the world dealwith commercial law, ILE focuses on the use of English for thispurpose. Within the field of commercial law, a number ofimportant topics (such as company law, contract law,

intellectual property, real property law, employment law andsale of goods, to name a few) have been selected as the legalsUbject matter of the units. Particular emphasis is placed onthe areas of company law and contracts - with three unitsdedicated to each - as the majority of commercial lawyerspractise in these areas.

The authors of ILE are well aware that most students using thebook need to be able to provide advice regarding their ownlegal system in English as opposed to mastering US or UKlegal concepts. Thus, while the legal concepts introduced inthis book are those found in the legal systems of the UK andthe USA, it also includes texts about legal matters in othercountries and legal systems. It is important to emphasise thatnearly all of the legal concepts covered are found in legalsystems and jurisdictions the world over. Since many of thetasks encourage you to compare aspects of the law in yourown jurisdiction with those presented in the book, aninternational perspective is fostered.

v'S.

It is important to bear in mind that ILE is intended to help lawstudents and lawyers learn English in a legal context and toprepare for the ILEC exam. Therefore, ILE should only be usedfor the purpose of learning legal English and should not berelied upon for legal advice or assistance in the practice of law.

isILE consists of 15 units.

Unit 1 gives you an introduction to basic legal concepts inEnglish, with a focus on general aspects of the legal system aswell as specific matters connected with a career in the law.

Units 2-15 deal with a different area of commercial law.

Each unit begins with a reading text which provides you with anoverview of the topic area in question. These overview texts

introduce crucial legal concepts while presenting a variety ofrelevant vocabulary in the topic area. The main conceptscovered in this text appear in bold, meaning that they appear in

J

the glossary at the back of the book. In the main bOdy of eachunit, there are various types of authentic text material of thekind commonly encountered by practising lawyers in their work.These texts, both written and spoken, are accompanied by awide range of tasks, all designed to build the core skills of

reading, writing, listening and speaking.

At the end of each unit, there is a link to an online task which

is intended to improve your online legal English research skills.Each of the 15 tasks presents an authentic language problemthat a commercial lawyer may encounter while at work. You are

then shown a research strategy, using the Internet, that leadsyou to a solution to the problem.

The final part of each unit is the Language Focus section,which contains exercises on the vocabulary and languagetopics covered in the unit. This section offers an opportunity toconsolidate the language work done in the unit.

Interspersed at intervals through the book, there are threelegal case studies based on actual cases, featuring textmaterial of the kind lawyers need to consult when preparing acase. The purpose of these case studies is to provide anopportunity to apply the language skills developed in the mainunits to authentic communicative tasks.

Following the main units, there is an Exam Focus section whichexplains what kind of tasks appear in the ILEC exam. (SeeHow does the course help you to prepare for ILEC?, below.)

At the back of the book, you will find the Audio transcripts of

all the listening exercises, as well as the Answer key to theexercises. There is also an extensive glossary of all the legalterms which appear in bold in the units and an index to helpyou find your way around the book.

are0 To improve your ability to write common legal text types in

English, such as letters or memoranda.0 To improve your ability to read and understand legal texts,

such as legal periodicals, commercial legislation, legalcorrespondence and other commercial law documents.

0 To increase your comprehension of spoken English when itis used to speak about legal topics in meetings,presentations, interviews, discussions, etc.

0 To strengthen your speaking skills and to enable you toengage more effectively in a range of speaking situationstypical of legal practice, such as client interviews,

discussions with colleagues and contract negotiations.0 To familiarise you with the kinds of tasks you will encounter

on the ILECexamination and improve your performance onthese tasks.

0 To introduce you to some of the language-related aspects ofthe work of a commercial lawyer.

courseTo achieve these aims, the course focuses on several aspectsof legal English at the same time. These aspects include

1) the analysis and production of authentic legal texts,2) language functions common to legal texts, and 3) vocabularylearning that goes beyond mere terminology acquisition, andwhich takes larger chunks of language into account.

The written and spoken texts in each unit have been chosen torepresent a wide range of text types in use in legal contexts.These include texts which lawyers have to produce, read orlisten to, such as letters of advice, proposals, client interviewsor presentations, In each unit, the typical structure of a texttype is ana lysed and the text type broken down into itsconstituent parts. You are encouraged to identify these parts,and to recognise the language functions typically used in eachof these parts of a text. (The term 'language function' refers tophrases which express a specific meaning in a text, forexample, the language function of 'suggesting' can beexpressed with phrases like I'd recommend ... or Whydon'tyou ... ?) The result is a kind of template of a common legal

text type. Equipped with this template and with useful languagefunctions, you are then given the opportunity to produce such a

text, either by writing a letter or email, by taking part in a role-play interview, or by discussing a legal issue, for example.

While a selection of legal terminology in each legal topic areais presented in every unit, mastering legal English requiresmore than simply improying your knowledge of specialisedvocabulary. For this reason, every unit includes exercises thatfocus on larger chunks of language, common phrases and wordcombinations that are not specialised legal terms, but whichare necessary for successful communication.

isThe International Legal English Certificate Examination (ILEC) isthe world's first and only internationally recognised test of legalEnglish. ILEC has been developed to test the ability of lawyersto use English for professional purposes. It is a test of

language, and not a test of legal knowledge. The examinationis a product of the collaboration of TransLegal, Europe's

leading firm of lawyer-linguists, and Cambridge ESOL, producerof the world's leading certificates in English.

The ILEC examination is primarily intended for law students andyoung lawyers at the beginning of their legal careers. It provideslegal employers with an accurate means of assessing the legalEnglish skills of job applicants, while offering law students andyoung lawyers a means of proving their legal English skills toprospective employers. The ILEC certificate is recognised byleading law firms, university law faculties, language centres,lawyer associations and government employers.

For more information about the ILEC exam, visit

www.legalenglishtest.org

For more information about TransLegal, visitwww.translegal.com

course

ILE offers thorough and systematic preparation for the ILECexam. The topic areas in commercial law featured in the units

are all topic areas to be found on the ILEC exam. Thus you aregiven the opportunity to become familiar with importantsubject-specific vocabulary. As the texts in the book representthe kinds of texts that are found in the exam, you will be wellprepared to deal with the texts in the actual exam.Furthermore, since some of the exercises in the book are

modelled on the tasks found on the ILEC exam, you canbecome familiar with these tasks. Beyond this, all of theexercises in the book are intended to strengthen thefundamental language skills you need to succeed in the exam.

The Exam Focus section of the book is specifically intended toprepare you for the exam. This section covers each of the fourparts of the ILECexamination - Reading, Listening, Writing andSpeaking - and introduces the individual exam tasks in detail.An example of each task is provided, along with a complete

explanation of what the candidate is expected to do, whatskills the task in question is designed to test, as well as whatthe candidate should bear in mind while working on each task.These tips are intended to help you avoid common pitfalls andimprove your performance in the exam.

Finally, the book includes an ILEC practice test. This samplepaper offers you the opportunity to test your Legal Englishskills and to prepare for the exam by simulating the testexperience.

can

If you are using the book for self-study, how you proceed

through the book will depend on your goals and the amount oftime and effort you wish to devote to the study of legalEnglish.

If you wish to improve your command of legal English forgeneral work or study-related purposes and are willing todevote several weeks of concentrated study to the task, it isrecommended that you proceed through the book frombeginning to end.

However, if you are planning to take the ILEC examination and

would like to improve your legal English more quickly, youshould work through the Exam Focus section first in order toget an idea of the requirements of the exam. You can thenconsult the contents pages at the beginning of the book tolocate the topics, tasks and skills you need to work on.

Whatever your goals might be, bear in mind that the glossaryand the answer key are provided to help make your self-studyeasier, Note that sample answers for all of the writing tasksare provided and that legal terms found in the glossary appearin bold throughout the book.

Naturally, the speaking tasks will be more difficult to carry outwhen you are working through the course on your own.However, when given the task of preparing a presentation, it isa good idea to prepare and to hold the presentation. You maybe able to find an audience to listen to you and offer

constructive criticism. If possible, record yourself giving thepresentation and listen back to it, noting areas forimprovement. Discussion activities and role-plays pose an even

greater challenge when you are working on the course on yourown. However, you should not miss them out altogether. Lookat the discussion activity and decide what you would say inthis discussion. Say your ideas aloud. Then try to think whatan opposing view might be and say this aloud as well. Payclose attention when listening to the discussions on the CD tohow people offer opinions, agree and disagree. Practise thesephrases aloud. Of course, the ideal solution is to ask a friendor colleague to discuss these questions with you.

Above all, enjoy using ILE!

~

0 the 0

TransLegal@www.translegal.comTransLegal is Europe's leading firm of lawyer-linguists,providing the legal community with:

0 online legal English courses;

0 online legal language resources;

0 live legal English courses and seminars;

0 translations of legal and commercial documents;

0 legal language consultancy services.

TransLegal has collaborated with Cambridge ESOL, a

division of the University of Cambridge, in the developmentof the Cambridge ILEC examination, the world's onlyinternationally recognised test of legal English.

For more information about TransLegal and for onlinelegal language resources, visit www.translegal.com

or e e

I would like to extend my special gratitude to my colleagues atTransLegal. Particular thanks are due to Robert Houser for his

unfailing hard work and sound thinking in writing this book.Many thanks to John Kokko, who conceived and wrote theInternet research sections of the book, and Robin Bernstein

and William Yeago, whose valuable insights and dedicationover many years are a part of this book. I'd also like to thank

Janice Carling for her work on the glossary and case studies,Graham Plutz for his proofreading, and Randy Sklaver for herhelp. I am also grateful to Howard Sussman, whose sharplegal mind has been a tremendous resource.

I would also like to thank my partners at TransLegal, DavidKellermann, Thomas Mann, Bill Harrison and Ingvar Pramhall,for all of their expertise, wisdom, hard work and support overso many years of building TransLegal.

Finally, my deepest thanks to Marie and Liam Lindner for all

their love and support throughout this project.

h e

Amy Krois-LindnerAmy Krois-Lindner has taught language competence at the

University of Vienna for over ten years. She teaches BusinessEnglish and academic writing and is also a teacher-trainer.In addition, she has played a role in the development of adepartmental ESP module with certification and has been

involved in the curriculum development of several ESP coursesat the Vienna University of Applied Technology.

I would especially like to thank our editor, Clare Abbott, for herexpert guidance, for helping to keep the whole project on track,

for communicating so well, and for motivating all of us.

Thanks are due to editor Catriona Watson-Brown for her

excellent work. I am also grateful to Annette Capel for her

valuable assistance with the Exam Focus section, to KathyGude for her input on the Exam Focus Speaking section, and toMichelle Simpson for working hard to obtain permission for thetexts used in the book.

Many thanks are due to my family: to Adrian, for all his supportand his honest opinions, to Fabio and Linus for their

understanding, and to Chiara for sleeping long and well.Many thanks are due to Estera Satmarean for all her help.Finally, I wish to thank my personal proofreader and coach,George Lindner.

The authors and publishers would like to thank: the teachers who commented on the material: Dorthe

G.A. Engelhardt, Monica Hoogstad, Michael Thompson, Jill Northcott and Caroline Hare; Melissa Good,who provided guidance on the law content of the book throughout the project; Craig Duncan, whoreviewed the online tasks in their initial stages; and Matt Firth for his immense and ongoing input onthe online tasks.

This book is dedicated to our parents, June and George Lindner;who inspired us with their love of the English language.

J

Contents

Unit 5Contracts:contractformation

page 64

Unit 5

1 Introduction tocontract formation

2 A covenant

3 E-contracts

1 Negotiating2 Contract

negotiation Speaking1 Paraphrasing

clauses2 Role-play:

negotiating anagreement

0 Key terms: Defencesto contract formation

OText analysis: Understandingcontracts

0 Language use 1:

Giving emphasis0 Language use 2: Negotiating

expressionsOLanguage use 3: Adverbs

Focus page 76

(

Reading I Listening IWriting and I Languagespeaking

Unit 1 0 Bodies of law 1 Documents in court Speaking

I OTypes of courtsThe practice of 0 Types of laws 2 Lawyers 1 Explaining what a OPersons in court

law 0 Legal education: 3 Law firm structure law says 0 Legal Latin

page 8A call to the Bar 4 Practice areas 2 Civil court systems

0 A lawyer's curriculum 5 Law firm culture 3 Describing a lawvitae firm

Unit 2 1 Introduction to 1 Company formation Writing 0 Key terms: Roles in companyCompany law: company law 2 Forming a business A letter of advice managementcompany

2 Memorandum of in the UKSpeaking 0 Language use: Shall and may

formation and associationInformal presentation: OText analysis: A letter of advice

management 3 Limited Liability a type of companypage 20 Partnership Bill

4 Corporategovernance

I

Unit '1 Focus page 32

Unit 3 1 Introduction to 1 A rights issue Writing 0 Key terms: Shares

Company law: company 2 Plain language Summa rising 0 Language use 1: Contrastingcapitalisation capitalisation Speaking information

page 342 Shareholders and

Paraphrasing and 0 Language use 2: Commonsupervisory boards expressing opinions colloctions (verb plus noun)

3 New legislation 0 Text analysis: Understanding

legalese

Unit 3 Focus page 46

Unit 4 1 Introduction to 1 Explaining legal Writing 0 Key terms: Opposing concepts

Company law: changes in aspects of an Standard phrases for in company law

fundamental companies acquisition opening and closing OText analysis: Beginning a

changes in a 2 Spin-offs 2 A checklist letters and emails presentation

company3 The minutes of a

Speaking 0 Language use 1: Explaining a

page 48 meeting Presenting a spin-off procedure4 Shareholder rights 0 Language use 2: Collocations

J

Reading I Listening I Writing and I Languagespeaking

Unit6 1 Introduction to 1 A Danish remedy Writing 0 Key terms: Types of damages

Contracts: contract remedies 2 Remedies Follow-up 0 Language use 1: Talking aboutremedies 2 Liquidated damages correspondence to court actions and rulings

page 78 3 Understanding a client 0 Language use 2: Usingcontract clauses

Speaking repetition to aid understanding4 Types of breach 1 Presentation: 0 Text analysis: Initial interview

contract remedies with a client

2 Initial interview witha client

Unit 6 lammaae Focus page 90

Unit 7 1 Introduction to 1 Preparing a lawsuit Writing 0 Key terms: Contracts

Contracts: contract assignation and developing an Memo giving advice 0 Language use 1: Nouns ending

assignment 2 Understanding argument Speaking in -or and -ee

and third-partycontract clauses 2 A closing argument 1 Explaining third- 0 Language use 2: Verb + -ing

rights 3 Follow-up emailparty rights

form

page 92 4 A closing argument 2 Emphatic stress 0 Text analysis: Persuasive5 Keeping informed 3 Discussing and writing and speaking

evaluating sources 0 Language use 3: Phrases

of information referring to evidenceI

Unit 1 Focus pa(Je 104

Unit 8 1 Introduction to 1 An employment Writing 0 Key terms: Employment

Employment employment law tribunal claim 1 Attachments and 0 Language use: Expressing an

law 2 EU directives on 2 Liability risks formal ity opinion, agreeing and

page 106 employment 2 Advising on disagreeing3 A sex discrimination advantages and

case disadvantages in4 Unfair dismissal an email

SpeakingAgreeing anddisagreeing

I I

Unit8 lammaae Focuspage118

Unit 9 1 Introduction to sale 1 Legal writing Writing and Speaking 0 Key terms: Sale of goods

Sale of goods of goods legislation seminar on drafting A case brief 0 Language use 1: Terms and

page 1202 Retention of title clauses conditions of sale

2 A case brief 0 Text analysis: A case brief

0 Language use 2: Talking about

corresponding laws andinstitutions

I r I

Unit 9 Focus page 130

Unit 101 Introduction to 1 Easements Writing 0 Key terms: Parties referred to

property law 2 Buying a house in 1 Describing a firm's in real property lawReal property 2 A law firm's practice Spain practice areas 0 Language use 1: Contrastinglawareas 2 Summarising and ideas

page 1343 Understanding a requesting 0 Language use 2: Classifying

lease or tenancy Speaking and distinguishing types oragreement 1 Presentation: an categories

4 Case reviewaspect of real 0 Language use 3: Giving a

5 Reference emailproperty law presentation - structuring and

2 Case discussion signalling transitionsI

Unit 10 larwuaae Focus page 146

Unit 11Intellectual

property

page 148

Reading

1 Introduction to

intellectual property2 The State Street

case3 Business method

patents4 Trade-mark statutes

Listening

1 Training of juniorlawyers

2 Discussing issues -

copyright and fairuse

Unit 12Negotiableinstruments

page 164

Unit 12

Unit 13Securedtransactions

page 176

Unit 13

Unit 14Debtor-creditor

page 190

Unit 14

Unit 15Competitionlawpage204

Unit 15

1 Introduction to

negotiableinstruments

2 Promissory note3 Legislation governing

electronic negotiableinstruments

Focus pag~ 174

1 Introduction tosecured transactions

2 A security agreement3 Seminar on revised

legislation4 Internal email5 An unsettled area of

the law

Focus page 188

1 Introduction to debtor-creditor

2 Statutes governingattachment

3 A career as an

insolvency practitioner4 Job opportunities in

insolvency5 Making a case

Focus page 202

1 Introduction to

competition law2 Anti-competitive

activities and antitrustmeasures in the EU

3 A high-profile antitrustcase

4 Report on changes inmerger regulation

Focus page 216

Exam Focuspage 218

ILECpractice test page 239

Audiotranscripts page262

1 Drafting apromissory note

2 Advice from a

senior partner

1 Creating a securityinterest

2 Intellectual propertyin securedtransactions

1 Protecting assetsfrom judicial liens

2 A job interview

1 Advising oncompetition lawrisks

2 Merger control

Writing andspeakingWritingNotes for a case brief

Writing and SpeakingParaphrasing in plainlanguage

SpeakingPhrases fordiscussions

Writing1 Summa rising

requirements2 Providing advice

and makingsuggestions

Speaking1 Describing the legal

situation: usury2 Explaining ideas to

a client

WritingA polite refusal

SpeakingRequesting andpresenting information

Writing1 A covering letter2 A thank-you note

Speaking1 Discussing

insolvency work2 A job interview3 Discussion on

restructuring

Writing1 Using passive

constructions

2 A proposal3 An informative

email

SpeakingGiving opinions: acompetition law case

Answer key page 284

Glossary page 307

Index page 315

Language

0 Key terms: Intellectual propertyOText analysis: Discourse

markers as sentence openers

0 Key terms: Negotiableinstruments

0 Language use: Makingsuggestions andrecommendations

0 Key terms: Comparing andcontrasting concepts

0 Language use 1: Anticipatingevents and planningcontingencies

0 Text analysis: Formality /Adverb-verb collocations

0 Language use 2: Requestinginformation

0 Key terms: Types of liens0 Text analysis: A covering letter

0 Key terms: Anti-competitiveactivity

0 Language use: Warning a clientof risks

0 Text analysis: A proposal

(