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Weinberger v. UOP, Inc.
Citation:457 A.2d 701 (1983)
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- The Brief Prologue provides necessary case brief introductory information and includes:
- Topic: Identifies the topic of law and where this case fits within your course outline.
- Parties: Identifies the cast of characters involved in the case.
- Procedural Posture & History: Shares the case history with how lower courts have ruled on the matter.
- Case Key Terms, Acts, Doctrines, etc.: A case specific Legal Term Dictionary.
- Case Doctrines, Acts, Statutes, Amendments and Treatises: Identifies and Defines Legal Authority used in this case.
- The Case Brief is the complete case summarized and authored in the traditional Law School I.R.A.C. format. The Pro case brief includes:
- Brief Facts: A Synopsis of the Facts of the case.
- Rule of Law: Identifies the Legal Principle the Court used in deciding the case.
- Facts: What are the factual circumstances that gave rise to the civil or criminal case? What is the relationship of the Parties that are involved in the case. Review the Facts of this case here:
Signal is diversified, technically based company operating through various subsidiaries. UOP, formerly known as Universal Oil Products Company, was a diversified industrial company. In 1974 Signal sold one of its wholly-owned subsidiaries for $420,000,000 in cash. On March 6, 1978, both the Signal and UOP boards were convened to consider the proposed merger. Walkup, Signal’s board chairman, and also a UOP director, attended UOP’s meeting with Crawford to present Signal’s position. Arledge and Chitiea, along with Signal’s other designees on UOP’s board, participated by conference telephone. Signal’s board unanimously adopted a resolution authorizing Signal to propose a UOP a cash merger of $21 per share. Despite the swift board action of the two companies, the merger was not submitted to UOP’s shareholders until their annual meeting on May 26, 1978. A primary issue is the preparation by two UOP directors, Arledge and Chitiea, of their feasibility study for the exclusive use and benefit of Signal.
- Issue(s): Lists the Questions of Law that are raised by the Facts of the case.
- Holding: Shares the Court's answer to the legal questions raised in the issue.
- Concurring / Dissenting Opinions: Includes valuable concurring or dissenting opinions and their key points.
- Reasoning and Analysis: Identifies the chain of argument(s) which led the judges to rule as they did.
- The Brief Prologue closes the case brief with important forward-looking discussion and includes:
- Policy: Identifies the Policy if any that has been established by the case.
- Court Direction: Shares where the Court went from here for this case.