Answer all questions and need links for sources for each question.

1. You have been appointed to the position of legal assistant to the president of the XYZ Corporation, a leading manufacturer of widgets in the Bay Area. Explain your duties regarding client confidence and the disclosure of non-lawyer status and your relationship to the corporate officers. Include a discussion of how you should be supervised by the general counsel of the company. Finally, explain to what extent you are limited in your communications with the president of XYZ concerning legal affairs and the affairs of the business.

2. Smith & Jones is a partnership engaged in the trucking business. Mr. Smith and Mr. Jones are general partners and are equally invested in the business. A friend, Mr. Green, has advanced a good deal of money to Smith & Jones for the operation of the trucking business because "[he] always loved trucks." Jones realizes that he is liable personally not only to Green for the money but for anything else for which the partnership is liable. He meets with Smith about changing the partnership to some other form of business. Discuss what other business structures would meet their needs. How would they go about changing the form of the entity and to what extent can they accommodate the interest of Green, who wants his investment returned? Assume the Smith & Jones decide to incorporate. Using the sample documents provided as a guide, draft the Articles of Incorporation for their new corporation. file:///C:/Users/Customer%20Service/Downloads/Sample_Art_of_Inc.pdf.

3. What steps are necessary after a partnership has been dissolved?

4. What is the effect of a "without recourse" endorsement?

5. To which office are articles of incorporation sent to give a corporation existence?