Legal
Assertions that were never allowed to exist without their source.
Diligence and investigation memoranda in which every assertion is already authenticated, because it never existed without its source.
the worked caseA deal-room document and a public filing give different completion dates. The memorandum cites both, names the one it relies on, and states why.
Two worked cases on this page, both fictional and both built the way a real one is: a value, the document it was read from, the date of reading, and the value it was chosen over.
The questions you get asked
Nobody asks for more information. They ask whether one line can be defended.
These are the questions that arrive after the work is delivered, from the party entitled to disagree with it. Every property on this page exists because one of them has to have an answer that does not depend on the person who assembled the file.
- 01
How do you know this is the version of the document that existed at the relevant time?
- 02
What is the basis for the statement in paragraph 14?
- 03
Was anything that should have been preserved lost, and what steps were taken?
- 04
Did you rely on the disclosure schedule or on the filing, and why that one?
Asked by a judge, by opposing counsel, by the partner whose name is on the memorandum, and by the client who has to stand behind it.
The buyer
Litigation, investigations and transactional counsel
Counsel who must show where a fact came from, that it was preserved, and that the version relied on is the version that existed at the relevant time.
What they fuse
Three kinds of source, one answer
Each kind arrives with different licence terms, different reader restrictions and different reasons to be wrong. The record keeps them distinguishable after the fusion, which is the part that is normally lost.
Documents produced under an agreement, subject to access restrictions that the record must respect rather than flatten.
Subscription case law, filings and corporate data, readable by some members of a team and not others.
Securities filings, land and security registers, court dockets, regulatory notices and their published histories.
Worked case one
Two documents, one factTwo completion dates, one memorandum
A disclosure schedule in the deal room and a public filing stated different completion dates for the same transaction. Both remained on the record. The memorandum carried the filed date, cited it verbatim, and stated in one line why the schedule was not relied on. The competing value was not deleted, because the reader who disagrees needs to see it.
The figure beside this is what the reader sees: the value, its status, the source it was read from, and the value it was chosen over.
Worked case two
Two people who must not be mergedTwo custodians, one name, inside a single production
A production contained documents from two people who shared a surname and an initial, one a director of the counterparty and the other an external adviser unconnected to it. A deduplication on name would have attributed one person's statements to the other, inside a memorandum a court would read. The record keeps two persons, records the evidence that separates them, and states which documents belong to which. A person and a company are related, never folded together.
A different failure from the first case, on the same record and under the same four guarantees. Both are fictional; neither is a simplification of how the values are shown.
Why the record has to hold
What the rules ask for, in their own words
These are the recordkeeping obligations that make a defensible value a requirement rather than a preference. We name them because our customers are measured against them; we make no claim to certify anyone against any of them.
Authentication of records produced by an electronic process
United States, federal courtsA record generated by an electronic process may be authenticated by evidence describing the process and showing it produces an accurate result, or by a qualified person's certification, including by hash comparison.
Failure to preserve electronically stored information
United States, federal courtsWhere information that should have been preserved is lost because reasonable steps were not taken and it cannot be restored, a court may order measures up to an adverse-inference instruction.
Scope and proportionality of discovery
United States, federal courtsCounsel certifies that a disclosure is complete and correct as of the time it is made, which requires knowing what was known when.
What changes for this reader
The same work, with the evidence attached at the moment it is read
Not a claim about speed and not a claim about savings: a description of the practice on each side. Everything on the left is what people in this role do today, and almost all of it is done well by people who resent having to do it that way.
An associate supports an assertion by going back to find the document again when somebody challenges it.
The assertion carried the document, the page and the date of reading from the moment it was first written down.
The memorandum states the date it relies on, and the competing date survives only in a note nobody else can read.
Both dates are on the record, the memorandum names the one relied on, and the reason is one line the other side can test.
Documents are cited by the review platform's control number, which means nothing to anyone outside that platform.
Each citation names the retained copy and a locator that can be put in front of a court, independent of the platform.
Two custodians with the same name are separated by hand, late, by whoever notices the inconsistency.
They are two persons with the separating evidence recorded, and nothing is attributed across them at any stage.
Material the reviewer was not permitted to open is omitted, and the memorandum reads as though it covered everything.
It is named as blocked with its basis, so the boundary of the review is visible to the person relying on it.
What you get
What the record guarantees legal readers
The four guarantees, stated in the vocabulary of this sector. They are the same four everywhere; read them in general on the guarantees page, and see them applied to a live record on the demonstration.
- Every assertion in a memorandum carries the document, the page and the date it was read from, in a form a court can be shown.
- The document is retained as it was read, so a later revision to the source does not silently revise the memorandum.
- Material the reader was not cleared to see is named as blocked rather than omitted, so no one mistakes a restriction for an absence.
- The memorandum as delivered can be reproduced, with the state of every source behind it on that date.
Primary sources
The texts behind these obligations
Litigation and transactional work run on rules about authenticating records, preserving information and certifying what a party knows. The rule texts listed here are the ones behind the obligations above. They are published by courts and legislatures, and reading them is better than relying on our summary of them.
- Federal Rule of Evidence 901, Authenticating or Identifying Evidence. Item 9 covers evidence about a process or system and its result.
- Federal Rule of Evidence 902, Evidence That Is Self-Authenticating. Items 13 and 14 cover certified records of electronic processes and copies.
- Federal Rule of Civil Procedure 37, Failure to Make Disclosures or to Cooperate in Discovery. Subsection (e) on failure to preserve electronically stored information.
- Federal Rule of Civil Procedure 26, Duty to Disclose; General Provisions Governing Discovery. Scope, proportionality and the certification of disclosures.
Reference pages that apply to this sector
- European Case Law Identifier (ECLI)
- Digital Object Identifier (DOI)
- ISO 8601 date and time representation
- Citing at the sentence
- Retaining source copies
- Reproducing a past state
- Auditing an LLM answer against its sources
- Document citation vs sentence citation