Also known as: disclaims · disclaimed · disclaiming · disclaimer · disclaimers · disclaimer of warranty
Written by attorneys · grounded in primary & secondary sources — see below
3 senses
Action by qualified directors or shareholders that renounces the corporation's interest in a business opportunity presented to a director or officer. The action follows the procedures for approving a conflicting interest transaction under sections 8.62 or 8.63 after full prior disclosure of material facts.
Action by qualified directors or shareholders that renounces the corporation's interest in a business opportunity presented to a director or officer. The action follows the procedures for approving a conflicting interest transaction under sections 8.62 or 8.63 after full prior disclosure of material facts.
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Refusal by a donee or heir to accept a gift or inheritance. Acceptance is presumed but the right to disclaim allows the interest to pass as if the disclaimant predeceased the donor or decedent.
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Renunciation by a beneficiary of a duty owed to the beneficiary under a contract. The disclaimer renders the duty inoperative from the beginning if made within a reasonable time after learning of the promise.
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Refusal by a donee or heir to accept a gift or inheritance. Acceptance is presumed but the right to disclaim allows the interest to pass as if the disclaimant predeceased the donor or decedent.
Renunciation by a beneficiary of a duty owed to the beneficiary under a contract. The disclaimer renders the duty inoperative from the beginning if made within a reasonable time after learning of the promise.
Each sense below has its own examples, sources, and questions.
Demetrius Douglas, a director of Dawson Steel, learns of a valuable mineral lease opportunity. He discloses all material facts to the other qualified directors before becoming obligated. The board then takes action under the procedures of section 8.62 disclaiming the corporation's interest, allowing Douglas to pursue the lease personally without liability.
Dakota Industries' officer presents a real-estate development opportunity to the board. After full disclosure the shareholders vote under the procedures of section 8.63 to disclaim the corporation's interest. The officer may then pursue the opportunity without breaching fiduciary duties.
Qualified directors or shareholders may disclaim after the director or officer makes prior disclosure of all material facts. The action must follow the procedures for approving a conflicting interest transaction under sections 8.62 or 8.63.
Supporting sources
Derek Douglas is the sole heir of his aunt's estate. Upon learning of the inheritance he executes a timely disclaimer. The estate passes directly to his cousin Denise Donovan under the will's alternate provision as if Derek had predeceased the aunt.
Dustin Donovan is named as a remainder beneficiary in a trust created by his grandfather. The trust instrument provides that any disclaimed interest passes to the next named taker. Dustin disclaims his remainder. The interest passes immediately to his sister Dylan Duffy under the instrument's express provision.
The disclaimed interest passes according to any provision in the creating instrument that addresses disclaimed interests. If no such provision exists the interest passes as if the disclaimant predeceased the decedent.
Supporting sources
Yes. Acceptance is presumed for a completed gift, but the donee retains the right to refuse or disclaim the gift.
Supporting sources
Denise Donovan is an intended beneficiary of a contract between Darrell Duncan and a supplier. After learning the contract terms she promptly disclaims the duty owed to her. The disclaimer renders the supplier's duty to Denise inoperative from the beginning.
Dylan Duffy, a lawyer also licensed as a CPA, advertises his dual credentials. State regulators require a clarifying disclaimer about the certifying body. Duffy includes the disclaimer in his ad copy, satisfying the requirement that compelled statements be reasonably related to preventing deception.
Yes. A beneficiary who has not assented to the promise may disclaim the duty within a reasonable time after learning of the contract, rendering the duty inoperative from the beginning.
Supporting sources
…lasting reforms be frustrated by this Court's too rapid departure from existing constitutional standards. Despite the Court's disclaimer, the practical effect of the decision made today must inevitably be to handicap seriously sound efforts at reform, not least by removing options necessary to a just compromise of competing…