CAN I GET A WITNESS?
Corporate Representative Testimony Under Rule 30(b)(6)
by David E. Cannella 1
Although a corporation is a legal “person,” 2 the company can only testify
through an actual person.
Federal Rule of Civil Procedure 30(b)(6)(“Rule
30(b)(6)”) provides the framework by which a corporate entity designates one or
more persons to speak for the company on certain designated topics pursuant to a
request from an opposing party for a corporate representative deposition.
Although
Rule 30(b)(6) is clear on its face, it is the source of controversy in application.
This article addresses provides an overview of Rule 30(b)(6), requirements of the
company to properly prepare a witness, the consequences of failing to properly prepare
a corporate representative and other practical considerations.
I.
OVERVIEW OF THE RULE
Rule 30(b)(6) provides:
In its notice or subpoena, a party may name as the deponent
a public or private corporation, a partnership, an association,
a governmental agency, or other entity and must describe
with reasonable particularity the matters for examination.
The named organization must then designate one or more
officers, directors, or managing agents, or designate other
persons who consent to testify on its behalf; and it may set
out the matters on which each person designated will testify.
A subpoena must advise a nonparty organization of its duty
to make this designation. The persons designated must
1
2
Shareholder, Carlton Fields. Bio at
http://www.carltonfields.com/dcannella/
Citizens United v. Federal Election Commission, 558 U.S. 310 (2010).
1
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testify about information known or reasonably available to
the organization. This paragraph (6) does not preclude a
deposition by any other procedure allowed by these rules.
Fed. R. Civ. P. 30(b)(6).
The primary purposes of Rule 30(b)(6) are to reduce the difficulty
for the
party seeking discoverable information, curb “bandying” by which various corporate
officers disclaim knowledge of facts known by the organization, and protect the
corporation by eliminating unnecessary and unproductive depositions of employees who
have no knowledge of the topics at issue.3
A.
The Deponent is the Corporation
As many courts have observed:
The designated witness is “speaking for the corporation,” and this
testimony must be distinguished from that of a “mere corporate
employee” whose deposition is not considered that of the
corporation and whose presence must be obtained by subpoena.
8A Wright, Miller & Marcus § 2103, at 36–37. “Obviously it is
not literally possible to take the deposition of a corporation;
instead, when a corporation is involved, the information sought
must be obtained from natural persons who can speak for the
corporation.” 8A Wright, Miller & Marcus, § 2103, at 30. The
corporation appears vicariously through its designee. Resolution
Trust Corp. v. Southern Union Co., 985 F.2d 196, 197 (5th
Cir.1993). 4
The goals served by Rule 30(b)(6) are as follows:
3
4
Murphy v. Kmart Corp., 255 F.R.D. 497, 504 (D. S.D. 2009).
U.S. v. Taylor, 166 F.R.D. 356 (M.D. N.C. 1996).
2
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In 1970, Congress substantively amended Rule 30(b)(6) to
place the burden on the organizational entity to designate the
appropriate representative(s) to testify on its behalf. See
Fed.R.Civ.P. 30(b)(6) advisory committee's note. This
amendment serves three useful purposes. See id. First, it reduces
the difficulties experienced by the party requesting the deposition in
determining whether a particular organizational employee was a
“managing agent.” Id. Second, it curbs the “bandying” by which
various organizational officers or agents, while being deposed,
disclaim knowledge of facts clearly known by some other officer or
agent of the organization. Id.; see also Prokosch, 193 F.R.D. at
638 (“Since a corporation can only act through its employees,
directors and agents, the potential thrives for an inquiring party to
be bandied, from one corporate representative to another, vainly
searching for a deponent who is able to provide a response which
would be binding upon that corporation.”). Finally, it protects the
organization by eliminating unnecessary and unproductive depositions
of employees who have no knowledge of the topics at issue. See
Fed.R.Civ.P. 30(b)(6) advisory committee's note; see also
Prokosch, 193 F.R.D. at 638 (“On the other hand, a corporation
should not be confronted with a seemingly endless sequence of
depositions which necessarily interfere with the capacity of its
officers and employees to properly discharge their employment
duties, and which impose substantial financial costs.” Protective
Nat. Ins. Co. of Omaha v. Commonwealth Ins. Co., 137 F.R.D.
267, 278 (D.Neb.1989) (explaining the rationale behind the
1970 amendment) (citing Cates v. LTV Aerospace Corp., 480
F.2d 620, 623 (5th Cir.1973)).5
5
Murphy, 255 F.R.D. at 504 (D. S.D. 2009)(emphasis added).
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It is ultimately up to the corporation to designate its Rule 30(b)(6) witness.6
The party seeking the deposition may not impose its belief on the corporation as to
whom the corporation should designate as its 30(b)(6) witness.7
B.
Topics Must Be Designated With Reasonable Particularity
Rule 30(b)(6) permits a corporate deponent to designate one or more
persons to testify on its behalf, provided that the deposing party “designate[s] with
reasonable particularity the matters on which examination is requested.”
The topics must be appropriately and reasonably designated to allow the
corporate deponent to identify the appropriate persons to testify. 8
However, the
“reasonable particularity” requirement of Rule 30(b)(6) cannot be used to limit what
is
asked
of
the
designated
witness
at
a
deposition. 9
The
30(b)(6)
notice
establishes the minimum about which the witness must be prepared to testify, not the
maximum. 10
6
See Fed. R. Civ.P. 30(b)(6); Resolution Trust Corp. v. S. Union Co., Inc., 985 F.2d
196, 197 (5th Cir. 1993); Booker v. Massachusetts Dept. of Public Health, 246 F.R.D.
387, 388 (D. Mass. 2007).
Id.; Foster-Miller, Inc. v. Babcock & Wilcox Canada, 210 F.3d 1, 17 (1st Cir.
2000)(denied motion for sanctions because the party seeking the deposition testimony
believed that the corporation should have designated a specific individual witness.)
8
Louisiana Pacific Corp. v. Money Market 1 Institutional Inv. Dealer, 285 F.R.D. 481, 486
(N.D. Cal. 2012).
9
UniRAM Technology, Inc. v. Monolithic Sys. Tech., Inc., No. C 04–1268 VRW (MEJ),
2007 WL 915225, at *2 (N.D.Cal. Mar. 23, 2007) (citing Detoy v. City and County of
San Francisco, 196 F.R.D. 362, 366–67 (N.D.Cal.2000)).
10
Id. (citing Detoy, 196 F.R.D. at 366–67).
7
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C.
Improper Topics
The failure to comply with the requirement under Rule 30(b)(6) to designate
the matters for the deposition with “reasonable particularity” renders the deposition
notice invalid. 11
Certain areas of inquiry are inappropriate for a corporate representative
deposition under Rule 30(b)(6) including the following:
•
Subjects unrelated to the subject matter or claims of the case.
•
Discovery responses.12
•
Defenses as pleaded or the factual basis thereof. See In re Indep.
Serv. Orgs. Antitrust Litig., 168 F.R.D. 651, 654 (D. Kan. 1996). 13
11
Reed v. Bennett, 193 F.R.D. 689 (D. Kan. 2000); See Chiquita Int’l Ltd. v. Fresh Del
Monte Produce, 705 So. 2d 112, 113 (Fla. 3d DCA 1998) (party “failing to designate with
reasonable particularity the matters on which examination was being requested . . . failed to
comply with” the Rule).
12
See SmithKline Beecham Corp. v. Apotex Corp., No. 98 C 3952, 2000 WL 116082,
*9-*10 (N.D. Ill. Jan. 24, 2000) (refusing to force a party to designate a witness to
testify regarding interrogatory and request to produce responses because doing so improperly
forces the party to “muster all of its factual evidence” regarding the responses and
“improperly trespasses into areas of work product and attorney-client privilege.”); Shelton v.
Am. Motors Corp., 805 F.2d 1323, 1329 (8th Cir. 1986) (addressing whether counsel’s
strategy in deciding what to collect and produce in litigation is protected under the workproduct doctrine and holding that “. . . when counsel has engaged in a process of selecting
and compiling documents in preparation for litigation, the mere acknowledgement of the
existence of those documents would reveal counsel’s mental impressions, which are protected
as work product.)”.
13
A party cannot force another party to produce a representative to testify about the factual
basis of defenses. See Krasney v. Nationwide Mut. Ins. Co., No. 3:06 CV 1164 (JBA),
2007 WL 4365677, *3-*4 (D. Conn. Dec. 11, 2007) (granting motion for protective
order regarding requested designation of witness to testify about party’s “defenses”);
SmithKline Beecham Corp., 2000 WL 116082 at *10 (refusing to force party to designate
witness to testify about “factual basis” of its claim); In re Indep. Serv. Orgs., 168 F.R.D. at
5
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•
Information Obtainable From Other Sources, e.g. a request for production
of documents.14
If an entity believes that the areas of inquiry designated in a notice are
inappropriate, the entity’s remedy is to object and move for a protective order. 15
D.
Questions Outside of the Scope of the Notice
The majority of jurisdictions have found that a corporate representative may be
asked questions outside the scope of the designated topics. 16
In one jurisdiction,
Massachusetts, the court held that it would be appropriate for counsel defending the
654 (granting motion for protective order regarding requested designation of “corporate witness
to testify about facts supporting numerous paragraphs of [the party’s] denials and affirmative
defenses”).
Northup v. Acken, 865 So. 2d 1267, 1272 (Fla. 2004) (“The overriding touchstone in this
area of civil discovery is that an attorney may not be compelled to disclose the mental
impressions resulting from his or her investigations, labor, or legal analysis unless the product
of such investigation itself is reasonably expected or intended to be presented to the court or
before a jury at trial. Only at such time as the attorney should reasonably ascertain in good
faith that the material may be used or disclosed at trial is he or she expected to reveal it to
the opposing party.”).
14
See generally SmithKline Beecham Corp., 2000 WL 116082 at *9-*10 (corporate
representative deposition unduly burdensome, duplicative, and inefficient when party could
otherwise obtain the requested information through less intrusive means).
15
King v. Pratt & Whitney, 161 F.R.D. 475, 476 (S.D. Fla. 1995); Quantachrome Corp.
v. Micromeritics Instrument Corp., 189 F.R.D. 697, 700 (S.D. Fla. 1999).
16
Bracco v. Amersham, 2005 WL 6714281 (D. N.J. 2005), King v. Pratt & Whitner, 161
F.R.D. 475, 476 (S.D. Fla. 1995)
6
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deposition to object and instruct the witness not to answer the question. 17
This view
has been rejected by nearly every other court that has considered the issue. 18
When
the corporate representative is asked questions outside of the scope of the Rule
30(b)(6) Notice, the “normal” deposition rules apply and the witness should answer
the question based on his or her personal knowledge.
Counsel for the deponent
should note in the record that a question falls outside of the Notice and that the
deponent is testifying from personal knowledge and not speaking for the company.
17
Paparelli v. Prudential Ins. Co., 108 F.R.D. 727, 730 (D. Mass. 1985).
The Northern District of Iowa explained in American General Life Ins. v. Billard, 2010
WL 4367052 (N.D. Iowa October 28, 2010) that Paparelli, which limits the scope of the
18
deposition to the noticed topics, has not been followed elsewhere:
It would appear, however, that every court which has addressed this issue
since Paparelli has taken a different view. In King v. Pratt & Whitney, 161
F.R.D. 475 (S.D.Fla.1995), the deponents at Rule 30(b)(6) depositions
were asked questions that went beyond the scope of the issues described in
the Rule 30(b)(6) notices. The Court identified the issue as “whether a
deponent produced pursuant to a Rule 30(b)(6) notice may only be
questioned regarding issues described in the notice or may be questioned as
broadly as any other deponent.” Id. at 475. After noting that “[t]he answer is
not clearly found on the face of the Rules,” the Court rejected the holding in
Paparelli and concluded that “the general deposition rules govern (i.e.,
Fed.R.Civ.P.26(b)(1)), so that relevant questions may be asked and no
special protection is conferred on a deponent by virtue of the fact that the
deposition was noticed under 30(b)(6).” Id. at 476. The conclusion reached
in King has been unanimously accepted by courts addressing the issue since
that time. See, e.g., Philbrick v. Enom, Inc., 593 F.Supp.2d 352, 363
(D.N.H.2009); Detoy v. City and County of San Francisco, 196 F.R.D.
362,366(N.D.Cal.2000); Cabot Corp. v. Yamulla Enterprises, Inc., 194
F.R.D. 499 (M.D.Pa .2000); Overseas Private Inv. Corp. v. Mandelbaum,
185 F.R.D. 67 (D.D.C.1999); Edison Corp. v. Town of Secaucus, 17 N.J.
Tax 178, 182 (1998).
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II.
PREPARATION REQUIRED AND THE CONSEQUENCES FOR PRODUCING AN
INADEQUATELY PREPARED WITNESS
The duty to prepare a Rule 30(b)(6) witness goes beyond matters personally
known to the witness or to the matters in which the designated witness was
personally involved. 19
Indeed, the designated witness is not required to have any
personal knowledge regarding the topics on which he or she is designated. 20
A Rule 30(b)(6) designee “is not simply testifying about matters within his
or her personal knowledge, but rather is speaking for the corporation about matters to
which the corporation has reasonable access.” 21
If a designated witness is unable to
answer a question about a designated topic, then the tantamount to a “failure to
appear” and sanctions are warranted pursuant to Fed.R.Civ.P. 37.22
The deponent must give testimony that is “known or reasonably available” to
the corporation. This may require the deponent to meet with senior management and
co-workers, to
19
contact
appropriate
departments
21
check
Reed v. Bennett, 193 F.R.D. at 692.
State Farm Mut. Auto Ins. v. New Horizont, Inc., 250 F.R.D. 203, 214 (E.D. Pa.
2008).
22
entity, to
with
Great American Ins. Co. of New York v. Vegas Const. Co., Inc., 251 F.R.D. 534 (D.
Nev. 2008).
20
within the
Id.
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government and regulatory officials, and even to contact predecessor employees. 23
Thorough preparation is necessary.24
Educating
a
witness
who
can
gather
and
summarize
everything
that
the
company does know is just one of the “obligation[s] that flows from the privilege of
using the corporate form to do business.” 25
Although the process of preparing the
witness will be time consuming and burdensome, that is no excuse for failing to
adequately prepare the witness. 26
The preparation of the corporate representative encompasses more than merely
preparation
on
the
“facts.”
The
corporate
representative
must
“explain
the
organization’s interpretation of documents, give reasons for the interpretation, and stand
subject to cross-examination.” 27
If entity does not possess knowledge of matters listed in subpoena so as to
prepare witness to give knowledgeable answers, “its obligations under Fed. R. Civ. P.
23
Bank of New York v. Meridien Biao Bank Tanzania, Ltd., 171 F.R.D. 135, 151 (S.D.N.Y.
1997); In re Brican Am. LLC Equip. Lease Litig., 10-MD-02183, 2013 WL 5519969, at
*10 (S.D. Fla. Oct. 1, 2013)( The duty to prepare may include reviewing “former
employees' files and, if necessary, interviews of former employees or others with
knowledge.”).
24
U.S. v. Taylor, 166 FRD 356, 363 (M.D. N.C. 1996).
25
QBE Ins. Corp. v. Jorda Enterprises, Inc., 277 F.R.D. 676 (S.D. Fla. 2012).
26
Peshlakai v. Ruiz, CIV 13-0752 JB/ACT, 2014 WL 459650 at *22 (D.N.M. Jan. 9,
2014).
27
F.D.I.C. v. 26 Flamingo, LLC, 2:11-CV-01936-JCM, 2013 WL 3975006, at *5–6 (D.
Nev. Aug. 1, 2013).
9
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30(b)(6) cease because rule requires testimony only as to 'matters known or
reasonably available to the organization.” 28
If the deponent says “I don’t know” to a question relevant to a listed matter,
the deposing counsel should ascertain whether the entity after reasonable inquiry does
not know the answer, or whether the entity did not sufficiently educate the deponent.
If the entity does not know the answer after making diligent inquiry, it cannot be
subject to possible Rule 37 sanctions. 29
However, if the corporation produces a
witness who cannot testify as to the corporation’s collective knowledge, positions and
beliefs, then the corporation cannot offer contrary evidence, documents or argument at
trial. 30
Any relevant fact that the deponent learns from counsel for the entity is
discoverable in the deposition. 31
However, deposition questions may not delve into
counsel’s advice, mental impressions, or analysis.
III.
32
BINDING EFFECT ON THE CORPORATION
The general rule is that Rule 30(b)(6) testimony permanently binds the
corporation. 33
Other courts have held that the testimony is only “evidentiary,” and
28
Dravo Corp. v. Liberty Mut. Inc. Co., 164 F.R.D. 70, 76 (D. Neb. 1995).
Resolution Trust Corp. v. Southern Union Co., 985 F.2d 196, 197, (5th Cir. 1993);
Black Horse Lane Assoc., LP v. Dow Chemical Corp., 228 F.3d 275 (3rd Cir. 2000).
30
QBE Ins. Corp. v. Jorda Enterprises, Inc., 277 F.R.D. 676 (S.D. Fla. 2012).
31
Protective Nat’l Ins. Co. v. Commonwealth Ins. Co., 137 F.R.D. 267, 278 (D. Neb.
29
1989).
Id., 137 F.R.D. at 280.
32
10
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that additional evidence may explain or contradict the testimony, especially if the
deposition is taken early in the case. 34
A motion in limine can ask the court to limit
the entity to the representations made in the deposition. 35
Despite the binding nature of corporate representative testimony, such testimony
is not considered to be a judicial admission. 36
There also circumstances where Rule
30(b)(6) testimony can be contradicted by affidavits at the summary judgment
stage 37 or at trial. 38
IV.
Such trial testimony may be subject to impeachment.
COMMON ISSUES/CHALLENGES IN CORPORATE DEPOSITIONS
Common challenges arising in the context of corporate representative depositions,
in addition to the issues set forth above, include requests from the opposing party for
the deposition of the CEO of the company, the location of the deposition and
circumstances in which the opposing party seeks a corporate representative deposition
after taking a fact witness deposition of the person who the company would have
designated as its Rule 30(b)(6) designee.
A.
33
Apex Depositions
Taylor, 166 F.R.D. at 360 – 363; W.R. Grace & Co. v. Viskase Corp., 1991 WL
211647 (N.D. Ill. Oct. 15, 1991).
34
35
36
37
In re Puerto Rico Elec. Power Auth., 687 F.2d 501, 503 (1st Cir. 1982).
Evans v. Connecticut, 967 F. Supp. 673, 677 (D. Conn.1997).
Weiss v. Union Central Life Ins Co., 28 Fed. App’x 87, 89 (2nd Cir. 2002).
State Farm Mut. Auto. Ins. Co. v. New Horizont, Inc., 250 F.R.D. 203, 212-214
(E.D. Pa. 2008)(party allowed to rely on documents that contradicted testimony)
38
AstenJohnson, Inc. v. Columbia Casualty Co., 562 F.3d 213, 229 n.9 (3d Cir.
2009).
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Courts have consistently prevented the deposition of a company’s highest level
executives where (1) the subject of the deposition is only “remotely relevant” to the
significant issues in the case, and (2) the executive does not have “unique”
personal knowledge that is peculiar to the executive and cannot be obtained from
other sources.39
B.
Location of the Deposition
Courts have generally recognized a presumption that Rule 30(b)(6)
depositions should be taken at the corporation’s principal place of business. 40
This
presumption in the corporate context is owing to the fact that a corporate defendant is
subject to multiple depositions under Rule 30(b)(6).
39
Id.
See, e.g., Thomas v. Int’l Business Machines, 48 F.3d 478 (10th Cir. 1995) (affirming
protective order despite allegation that CEO had authored policy relevant to discrimination
claims in suit); Harris v. Computer Asscs. Int’l, Inc., 204 F.R.D. 44, 46-47 (S.D.N.Y.
2001) (precluding deposition of executive who “lacks personal knowledge of the facts that
give rise to the disputed issues in this action” and where subject of deposition “is only
remotely relevant to the issue in the case”); Cantor v. Equitable Life Assurance Society of
the United States, 1998 WL 544962 (E.D. Pa. 1998)(granting protective order to preclude
deposition of former CEO of insurer); Hughes v. General Motors Corp., 18 Fed. R. Serv. 2d
(Callaghan) 1249 (S.D.N.Y. 1974) (precluding executive deposition where information
plaintiff sought was available from other sources); Baine v.General Motors Corp. , 141 F.R.D.
332, 334-36 (M.D. Ala. 1991); Evans v. Allstate Ins. Co., 216 F.R.D. 515, 518-19
(N.D. Okla. 2003); Folwell v. Hernandez, 210 F.R.D. 169, 173-74
(M.D.N.C. 2002).
40
In re Outsidewall Tire Litigation, 267 F.R.D. 466, 471-2 (E.D. Va. 2010).
12
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This presumption may be overcome, but only where there are circumstances
that distinguish the case from an ordinary civil case. 41
Such circumstances include
instances in which the corporation has an office in another state and the designated
representative travels to that state frequently. 42 Another circumstance warranting
deviation from the presumption arises where the governing law of the defendant
corporation’s principal place of business would prevent the deposition from occurring.
For example, where it would be illegal for an American lawyer to conduct a deposition
in the corporation’s principal place of business, cause was shown to conduct the
deposition elsewhere. 43
).
In Fausto v. Credigy Svcs. Corp., the Northern District
of California found that good cause existed for the deposition of four officers of a
Brazilian corporation to take place in the United States because it is illegal for
American lawyers to take depositions in Brazil and, according the U.S. Department of
State, “they do so at risk of imprisonment.” 44
An important caveat to this general presumption is for counsel to check the
local rules of the court in which the action is pending.
For example, the United
States District Court for the Middle District of Florida in Local Rule 3.04(b) advises
counsel “that a non-resident defendant who intends to be present in person at trial
41
42
Salter v. Upjohn Co., 593 F.2d 649, 651-52 (5th Cir. 1979).
Afram Export Corp. v. Metallurgki Halyps, S.A., 772 F.2d 1358, 1365-66 (7th Cir.
1985).
43
44
Fausto v. Credigy Svcs. Corp., 251 F.R.D. 427, 430-31 (N.D.Cal.2008)
Id.
13
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may reasonably be deposed at least once in this District either during the discovery
stages of the case or within a week prior to trial as the circumstances seem to
suggest.”
C.
Subsequent Rule 30(b)(6) Notice following “fact” deposition
The fact witness deposition of a company employee will generally not preclude
a corporate representative deposition on topics in which the company would designate
the same witness.45 In Provide Commerce, Inc. v. Preferred Commence, Inc., the
plaintiff sought a corporate representative deposition of defendant after deposing the
defendant’s president twice in his individual capacity.
The defendant moved for
protective order because the topics designated in the Rule 30(b)(6) notice included
matters to which the defendant’s president had already testified.
The Court denied
the motion for protective order, reasoning that a the rules allow for depositions of any
person under Rule 30(a)(1) and of a corporate representative under Rule
30(b)(6).
In AG-Innovations v. United States,
the court, explaining the qualitative
differences between a Rule 30(b)(6) deposition and a fact witness deposition,
explained that simply because a party may choose to designate certain individuals as
45
Provide Commerce, Inc. v. Preferred Commence, Inc., 2008 WL 360558 (S.D. Fla.
Feb. 8, 2008); E.E.O.C. v. Winn-Dixie, Inc., 2010 WL 2202520 (S.D. Ala. May 28,
2010).
14
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its corporate representative “designees whose fact depositions have already occurred
does not insulate [the company] from the requirements of Rule 30(b)(6).46
The
party seeking the corporate representative deposition following a deposition of a fact
witness has the right to accept or reject an offer by the producing party to designate
the testimony of previously deposed fact witnesses as the corporate testimony. 47
Since a Rule 30(b)(6) deposition is a separate deposition from the deposition of
the same person as an individual witness, the time limitation provided by Rule
30(d)(1) of seven hours applies separately to each deposition. 48
In other words,
if a fact witness was deposed for seven hours and then produced in a subsequent
deposition as a corporate representative, this witness could be deposed as a corporate
representative for seven hours. 49
As a practical matter, it would be advisable for counsel to confer prior to the
depositions of any fact witness regarding the scope of the depositions and timing of
corporate representative depositions.
46
47
48
49
In an agreement cannot be reached, at least
AG-Innovations, Inc. v. United States, 82 Fed. Cl. (Ct. Fed. Cl. 2008).
Id.
Sabre v. First Dominion Capital, LLC, 2001 WL 1590544 (S.D.N.Y. 2001).
The 2000 Advisory Committee Notes also provide that “[f]or purposes this durational limit,
the deposition of each person designated under Rule 30(b)(6) should be considered a
separate deposition.”
15
103078466.1
one court has suggested that it would be appropriate for the corporate representative
witness to reference and adopt his previous testimony. 50
V.
CONCLUSION
The corporate representative speaks for the company in litigation.
The proper
selection and preparation of an appropriate corporate representative is critical.
The
consequences of failing to select and prepare the corporate representative can be
catastrophic.
Corporate counsel and outside counsel should work together as to
team to review the scope of the Rule 30(b)(6) notice, make appropriate objections,
and the selection and preparation of the corporate representative.
50
Sabre v. First Dominion Capital, LLC, 2001 WL 1590544 (S.D.N.Y. 2001)(“ In the case of many closely held
corporations, the knowledge of an individual concerning a particular subject also constitutes the total knowledge of
the entity. In such a situation, the witness could simply adopt the testimony he or she provided in a former
capacity..”) Sabre addressed the issue of whether a Rule 30(b)(6) deposition of
16
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