上周收到香港律师会的拒信，报考OLQE这条路对我来说就算是走不通了。

我做培训就发现，“考试没什么用”这个理论是无法劝退考生的（写在报名须知里都无法劝退）。OLQE也是一样，哪怕香港律师会年费高很多，考试比CA Bar还要难很多，考到之后来香港执业也不比美国容易多少，但依然有很多人前仆后继来考。至于费用，虽然今年翻了一倍，但因为路费便宜，反而和CA Bar差不多。

但我考这个可能真的有用。我这人不是很专一，虽然我现在做培训做的热火朝天，但过几年就未必了，说不定去当律师。而我有香港身份，如果有证是真的可以在香港执业。就算我不执业，考了这个可以继续做香港OLQE培训，反正劝不退，不如加入。

所以年初心血来潮，乍一看似乎加州执业2年就可以申请，于是安排助手准备了一堆文件。这一准备起来才发现里面坑非常多，各种学历、翻译、宣誓、签字。我分别找律师朋友和翻译朋友刻了两个符合要求的章子用于认证和翻译各种文件，比较常见的坑我先列一下：

1. 推荐信不仅要证明执业，还要证明执业的是什么法律，比如，“在中国执业”是不够的，还要证明“执业领域是中国法律”。

2. 如果执业领域不是中国法律，比如“在中国从事美国法律”，需要司法局开证明允许在中国从事美国法律。

3. 推荐信一定要注明推荐人和你没有亲属关系。

4. 一般来说都要纸质的certificate of good standing和attorney's license. 深圳也就罢了，对于美国这种一般不需要license的地方，如果不想提供，必须证明他真的不发给license，但加州只要交钱是可以发license的. 于是又花钱找加州律协给我DIY了一个律师证（似乎DIY的要快，official的反而慢，但我也不知道有什么区别，所谓DIY也并没有让我选样式）转运回来。

5. 要好几封律师推荐信，认识超过多少年，执业超过多少年，凑齐这些人并不容易。

如果说这些仔细看guide还可以准备出来，或者至少有补交的机会。那没有法学学历的坑就并没有办法规避。我看到Rule里面的确是要法学学历的，但guide里面语焉不详。似乎只要大陆法执业5年，或者普通法执业2年，就一定可以考。至于没有法学学历可不可以申请豁免？不知道，也问不出来。可能前人没有做过吧，那我只能吃一下螃蟹了。报名费涨了一倍也没有办法，去中行开了6600港币的汇票，3月和厚厚的一沓材料一起亲手送到律协。吐槽下，在香港大街上找个卫生间很不容易，需要下个找卫生间的APP。这个APP告诉我律师会最近只有对面商场3楼有一个，但10点之前居然是锁着的。好在律师会开门后可以找前台小姐姐要钥匙上厕所。

中途很多考友遇到了上面1-5中的各种问题要求补料，但我没有，表扬一下助手看材料真的很仔细。

但5月直接来了个大的，要求补交法学学历。这真的补不出来，直接回复没有。

于是上周拒了，理由如下：

The OEEC noted your email of 6 May 2024 informing the Law Society that you had not attended any law school, neither in a common law nor a non-common law jurisdiction. You are unable to provide any academic transcript relating to your completion of the core courses as required under rule 4 of the Overseas Lawyers (Qualification for Admission) Rules ("OLQE Rules"). The OEEC resolved that you are not eligible to sit the OLQE in 2024 on the basis that you failed to satisfy the academic requirements under rule 4 of the OLQE Rules.

还贴心地附上6600的收据，顺便告诉我可以再交3000复议。合着光借钥匙上个厕所就收6600还不够黑，还要贴3000进去。

不过也算是省钱了，因为如果通过报名资格，考试费又要两万多。培训费也省不了，一般来说要7万左右。会费据说一年一万左右（一般律所交，有不同程度豁免）。大多数人即使考到也并没有办法去香港执业，这钱比加州要肉疼很多。

我是不会再交一分钱给律师会了。这件事情就这样告一段落。

BTUWORLD15这个15%折扣码已经用了大半年，半年的套餐从399涨价到了429，目前只能用于今年7月底的考试，还能用2个月。折后356.15美元。

近日，我们联系到了UWORLD销售部门，要到了MBE15UWORLD和MBE10UWORLD，分别用于2025年2月的半年套餐（今年8月1日用到明年2月底）和早鸟套餐（现在用到明年2月底），折后分别是356.15美元和476.10美元。后者除了比前者多用2个月，还有一次重置所有题目二刷的机会，但只有10%而不是15%的折扣。

无论怎么强调UWORLD对考试的帮助都不为过，相信所有通过考试（尤其是加州）的学员和非学员都深有感触。

UWORLD一共有2000多个题，只看到1800个题的同学可以点开左边Assessment，这200个题是NCBE在2021年放出来的真题，价值很高。目前没有任何机构能把真题收录到UWORLD这样齐全的程度。

UWORLD全题似乎有一套打水印的PDF售卖（售价似乎还不菲）。作为程序员，爬虫是我高中就会的东西，对我来说没有任何稀奇。

我认为，打印这5000多页费时费力，且没有办法很好地统计正确率、整理错题，更不会像APP一样可以随时随地用碎片时间刷题，实在没有必要为了省这一点钱肥了盗版商的腰包。何况那水印看着也膈应人。

明年2月加州考试可能换Kaplan的题目，那么可以考虑UWORLD+Kaplan自编题（约1200题）组合的方式。我会像点评UWORLD自编题那样，对这1200题中有争议的自编题进行点评和解析。

我没有收上述两家机构的钱。

我当年考试的时候基本是把UWorld当圣经在用，压根没有发现任何不妥之处。而现在这个系列可以写到第三篇，说明学员水平越来越高，学的也越来越细。下面都是UWorld的自编题。

以Ten months after surgery in a hospital开头的题，细心的同学发现修改诉状加入新的当事人并主张relation back的时候，已经超过了FRCP规定的90天。这是因为这个题2014年放出，当时FRCP的规定还是120天，2015年刚改成了90天。UWorld没有发现这个问题，姑且算是UWorld的锅。

以A business incorporated in State A hired an advertiser living in State B and a lawyer living in State C to help the business's advertising efforts in a foreign country开头的一个题，venue的两个优先都不合适，只能用兜底，而兜底的规则是“对任何一个被告有PJ的司法区”，所以B说因为这个司法区对两个被告都有PJ，和A说因为其中一个被告住在这个司法区，都不够好。正确的答案描述为at least one of the defendants are subject to personal jurisdiction in State B会比较好。

以A man died, leaving a will that devised his land to “my wife for life, remainder to my son and the heirs of his body. But if my son dies without children, then the land shall go to my nephew.” 开头的一个题，说这是fee tail，所以my son后面整个无效，应视为fee simple. 这是不对的，“and the heirs of his body”划掉不看，是房地产的做题技巧没错，但But开头的这句话没有办法不看。事实上这是一个fee simple subject to executory limitation，虽然归邻居没有错，但说the son持有fee simple是错误的。

以A shopping mall located near an interstate highway exit is surrounded by a paved parking area开头的一个题，讲述地主明明摆放了“NO TRESPASSING”的牌子，却反而把侵入者变成了anticipated trespasser的故事。这让地主怎么做都是错的，不放牌子说人家没警告，放了牌子说人家有期待。正确的理解参考Barbri的outline: if the owner has posted "no trespassing" signs, this might serve to convert these “anticipated” trespassers into “undiscovered” trespassers.

以A tenant entered into a one-year agreement to lease a two-bedroom home from a landlord for $1,000 per month开头的题，核心是租客违约，房东及时租出去，能否主张租金差价600块。UWorld认为多数州不将anticipatory repudiation理论运用到租约上，所以无法主张差价。MBE会避开这种实务上争议很大的题。即便如解析所说，题目也没有问“现在”房东能主张多少，房东完全可以等到原来的租约结束再主张差价，就不需要用到anticipatory repudiation理论。

以A defendant was charged with sexual assault开头的一个题，希望引入被害人先前希望和被告人发生性行为的庭外陈述。答案认为这是“specific instances of a victim's sexual behavior”，十分牵强。其实用then-existing state of mind就很好解决了hearsay的问题，如果不行，用被告人宪法权利的兜底条款也必须能选对。这题选C（because the testimony goes to the issue of consent）是没有错误的。

2024年2月纽约和加州成绩相继出来，我纽约的学员很少，37.5%通过了考试，还有37.5%在260分左右，只差了不到10分，今年7月想必能够通过。这个数据比去年7月要差一些，除了考试本身比7月难，主要是真的没什么应届LLM学员，希望大家多帮我在LLM班级上推荐下，不然只能逼着我学友商去贵校开宣讲会了【手动狗头】。

加州我没有挨个问去参加考试的人（也不是所有人去考了都会告诉我），目前统计的通过率居然超过纽约。在放榜通过的22个留大陆+香港地址的考生中（北京4、上海7、深圳2、绍兴1、成都1、长沙1、惠州1、丹阳1、香港4），有超过1/3是我的学员，加上看我免费课自学并主动告诉我的超过一半。还有另外一些学员留的美国地址。注意我从开始卖课到现在差不多一年半，主要也就培训了去年7月和今年2月两届考生，有理由相信今年7月的战绩会更好。

我对2月的战绩本来是相对保守的，因为2月真的比7月难。从通过总人数看，虽然留大陆+香港地址的人比去年多5个，但去年疫情刚放开，很多人不敢报名。所以说难度即使不大于去年2月，至少也是相当的。成绩出来之后通过率大大超过我的预料。对自己的培训方法有效而窃喜的同时，也感慨学员付出了我看见的和没有看见的努力。恭喜通过的学员。

为什么说2月比7月难？有人会说，2月repeater多，通过率自然低，这的确是2月通过率低的主要原因，所以光从相对较低的通过率无法证明2月真的难。

我每年都会第一时间看学员的论文和分数，同样质量的论文，去年7月就比今年2月给分要厚道，去年7月除了第4题居然会给出40-45这样的分数（也是因为考生确实在瞎写），其他几题多写一点就会给55分，但今年2月文笔不好就只给50。整体而言，我个人观感是同样质量的文章，7月可能要多拿10-15分的裸分。也就是平均每科多给2分左右。

不要觉得2分不多，下面这个算法会让你直观感受到论文每一分都对成绩提升巨大，而2月会放大60分以上的帮助，反之7月会缩小58分以下的后腿。

将裸分转化为1300左右的分数，就是简单地乘以一个系数，再减去一个系数。去年7月的公式是：Raw × 4.3264 – 456.46，今年2月的公式却是Raw × 4.6246 - 576.51. 如果所有文章都拿62分（434），60分（420），58分（406）或56分（392），会在去年7月拿到1421、1361、1300、1239，但是在今年2月分别是1431、1365、1301、1236。

总之，如果能在7月指望老师多给几篇论文60甚至65分这样的分数，对通过考试帮助特别大。同时，如果文笔就是不好，MBE也要冲着1500分往上去准备。

MBE的调分是不是也比去年7月更难？从部分学生两次考试的成绩对比来看，难了不止一点。但很可惜，统计样本不足（加州通过的学生不公布成绩），就先不下结论了。

顺便说一下MPRE. 今年3月MPRE的调分显然比去年8月和11月厚道，通过率回到了当年在国内可以考的那几次。出分的时候大群小群都沸腾了，甚至有人考出141这样逆天的分数。而去年8月、11月挂的人很多，学霸考不到100分的也大有人在，还出现了通过bar居然没有过MPRE这种倒反天罡的现象。

1

Contracts for the sale of goods are governed by the Uniform Commercial Code (UCC), while most other types of contracts fall under common law. Here, the applicable law is the UCC since the contract involves the sale of maple toppings.

A contract forms based on mutual agreement, even if that agreement is oral. When Brian and Sam verbally agreed that Sam would immediately supply 500 gallons of maple topping at $20 per gallon, a contract was formed. However, the UCC requires that contracts for the sale of goods valued over $500 must be in writing to be enforceable. Although they had an oral agreement, it could not be exnforced because it did not meet the UCC's Statute of Frauds requirement.

Moving forward, Brian sent Sam a purchase order on his standard form for 5,000 gallons of maple topping at $20 per gallon, to be delivered to Brian’s place of business in two weeks. This is a definite offer under the UCC with clear terms regarding quantity, price, and delivery time. Despite not reflecting the quantity initially discussed, it is still a valid and legally binding offer under the UCC. Sam’s subsequent written acknowledgment, which restated the items in Brian’s purchase order, constitutes a proper acceptance, indicating his willingness to be bound by the terms of the offer.

Therefore, an enforceable contract was established between Sam and Brian for 5,000 gallons of maple topping at $20 per gallon, to be delivered in two weeks. This contract meets the requirements of the Statute of Frauds and is enforceable. Sam’s argument might be that the contract does not accurately reflect their initial oral agreement. However, the purpose of the Statute of Frauds is to prioritize written over oral agreements to avoid disputes over unverifiable terms not captured in writing. In fact, fhe parol evidence rule specifically prevents the introduction of oral negotiations prior to or contemporaneous with the written contract from contradicting written agreement terms.

Most importantly, Brian's order does not specify that it is a continuation of the initial oral agreement. Although he might personally believe it to be so, contract formation is based on the outward expressions of the parties, not their internal thoughts. Thus, the order could very well represent a new offer, making Sam's argument likely to fail.

The only possible way Sam could prevail is if he could prove that there is a mistake, such as a mutual mistake where both parties intended to form a contract for 500 gallons and the mention of 5,000 gallons was due to a clerical error. It could also be a unilateral mistake where he intended to form a contract for 500 gallons and Sam had reason to believe this could be the case, due to their previous oral agreement. In such instances, he could seek reformation, an equitable remedy, to adjust the contract quantity to 500 gallons and reduce his losses.

2

Under the UCC, perfect tender is required, which includes delivery of goods at the specified time. Therefore, when Sam failed to deliver the 5,000 gallons of maple topping within two weeks as specified in the purchase order, he breached the contract.

Brian is claiming $100,000 in lost profits as compensatory damages, which are expectation damages intended to put the injured party in the position they would have been had the contract been performed. To claim such damages, it must be shown that the breaching party could have foreseen these losses at the time the contract was made.

The information provided does not specify enough details to determine whether these losses were foreseeable. However, it is likely reasonable to assume that in the food industry, the failure to deliver a key ingredient like maple topping on time could foreseeably lead to significant losses due to the inability to produce and sell finished food products. This type of loss, considering the role of the ingredient in production and its impact on sales, would generally be considered foreseeable.

Therefore, even if the claimed damages are equivalent to the contract amount, Brian might still have a plausible case for recovering these lost profits if it can be demonstrated that such losses were foreseeable to someone in Sam's position at the time the contract was formed.

(703 words)

Motion to Suppress

The 6th Amendment guarantees the right to have an attorney present during critical post-charge stages of criminal proceedings. Live line-ups are considered such critical stages, while unfortunately, photographic identifications are not.

Regarding the 5th Amendment, it protects the right to have an attorney present during custodial interrogations. The showing of photographs to Tessa was not a custodial interrogation, so the 5th Amendment does not apply.

Therefore, the court correctly denied Dan's motion to suppress the photograph on this basis.

CA Prop 8

Under California's Proposition 8, all relevant evidence is admissible in criminal cases, but evidence that violates constitutional rights, impermissible character evidence, and hearsay are still excluded.

Statement to the defense investigator

Relevance

Evidence is considered relevant if it has the tendency to make a fact more or less likely than it would be without the evidence. Legal relevance additionally considers whether the probative value of the evidence is substantially outweighed by the risk of prejudice, undue delay, or redundancy. Tessa's previous contradictory description to the defense investigator directly challenges her reliability and accuracy, making this statement relevant.

Hearsay

The statement given to the defense investigator is considered hearsay because it is an out-of-court statement being offered to prove the truth of the matter asserted. Under California's Proposition 8, while all relevant evidence is generally admissible, hearsay remains inadmissible unless it falls under an established exception.

Prior Inconsistent Statement

For a prior inconsistent statement to be admissible, it must have been made under oath. In this case, if Tessa’s statement to the defense investigator was made under oath, it could potentially be admissible as substantive evidence.

Former Testimony

The former testimony exception requires that the testimony was given under oath and that the witness is unavailable to testify at the current proceedings. Since the witness is available, her statement does not qualify under the former testimony exception.

Impeachment Evidence

Although the statement may not be admissible as substantive evidence, it directly contradicts Tessa's court testimony about the suspect's appearance, which is a crucial issue rather than a collateral matter. Thus, it can be used to impeach her credibility.

In summary, the testimony given to the defense investigator can be admitted for the purpose of impeaching the witness. The judge may instruct the jury that it should only be considered for impeachment purposes.

The photograph with Tessa’s signature

Hearsay

The photograph signed by Tessa, identifying Dan as the suspect, constitutes hearsay because it is an out-of-court identification used to assert that the person depicted is the robber.

Prior Identification

A witness's prior identification of a suspect is generally excluded from the hearsay rule and is admissible as substantive evidence.

Legal Relevance

Resolving the hearsay issue does not conclude the inquiry into the admissibility of the photograph. The defense might argue that since one identical photograph has already been admitted, introducing another photograph with Tessa's signature could be unnecessarily cumulative or prejudicial.

This argument is unlikely to prevail because the signature on the photograph can enhance the credibility of the prior identification in the eyes of the jury. It emphasizes Tessa's certainty and commitment at the time of identification, which is a critical aspect of her testimony. While any evidence can naturally cause some prejudice to one party, under Proposition 8, it should be admitted as long as it does not cause undue or unfair prejudice.

The ATM Records

Relevance

The ATM records are highly relevant to the case as they potentially contradict Dan's alibi.

Hearsay

ATM records are not assertions made by a person, and are not considered hearsay.

Authentication

The records have been properly authenticated by Chet, the custodian of records from Credco, who testified that they were produced as part of the regular course of business, and establishes a reliable basis for the creation and maintenance of these records.

Given these factors, the ATM records are likely admissible as they are relevant, not considered hearsay, and have been properly authenticated.

(680 words)

In California, a community property state, all earnings and assets acquired during a marriage are generally considered community property (CP) and are typically divided equally between spouses upon divorce. However, gifts, inheritances, and properties owned before marriage remain separate property (SP), belonging solely to the receiving or owning spouse.

The House

Initially, the house was Wendy's SP, gifted to her by her aunt. However, by deeding her SP into a jointly titled asset, it may have transformed into CP, a process known as a transmutation.

A transmutation must be made in writing, although it does not require consideration. When Wendy added Henry's name to the title, it must have been formalized in writing to meet the Statute of Frauds in the real property transaction process. By making this change, even without explicit documentation presented in this scenario, it is presumed that the property became CP.

Before 1987, any SP-to-CP transmutations were considered gifts. However, in 1987, California passed the anti-Lucas legislation. Now, Wendy is entitled to reimbursement for her separate property contributions towards the house at the time she changed the title.

To conclude, the house is considered CP, but Wendy should be reimbursed for one-half of the value of the property at the time she converted it from her SP by adding Henry's name to the title.

The Loan

In California, debts incurred during a marriage should be repaid using CP and the borrowing spouse's SP. This is true even if only one spouse, such as Henry, is the borrower. Therefore, when Henry forged Wendy’s signature to obtain the loan, the obligation to repay still involves both spouses' CP and Henry’s SP. However, since Wendy was unaware of the transaction, her SP is not obligated unless the expenses were for necessities, which is not the case with an auto repair garage purchase. Therefore, the debt should be settled using the couple's CP and Henry's SP.

Clarifying the debt responsibility does not conclude this matter. Here, Henry’s actions of forgery and unauthorized property purchase violated his marital fiduciary duty of loyalty. This breach could influence the court to allocate more debt responsibility to Henry, thereby protecting Wendy due to his misconduct.

The Garage

The auto repair garage, purchased with the loan under both spouses' names, is considered CP regardless of whose name appears on the documents.

Henry might argue that since he forged Wendy's signature, her obligation to the loan could be invalidated, suggesting that the garage should be classified as his SP. This argument does not stand. As discussed supra, both spouses' CP are responsible for the loan, so there is no reason for that property purchased with such a loan to be considered SP, especially when the garage is indeed titled in both their names.

The Investments

The termination of the marital relationship, and thus the cessation of the accumulation of community property, occurs when spouses decide not to continue their marriage, which in the case of Henry and Wendy, is marked by Wendy's declaration that the marriage was over. Therefore, Wendy's investments made after the permanent separation is SP.

(536 words)

Request for season tickets

Lawyers are prohibited from soliciting substantial gifts from clients. Allison might argue that season tickets are not a substantial gift, but given that such tickets generally cost several thousand dollars, they are typically considered significant. Allison might also argue that the tickets were part of her legal fees and not gifts, but this argument raises other serious issues. In criminal cases, contingency fees are strictly prohibited. Therefore, Allison’s condition of receiving season tickets only if she prevails in the case clearly violates this rule. Moreover, ABA requires that any contingency fee agreement must be in writing, while California law mandates that any legal fees exceeding $1000 also be documented in writing. The request for any legal fees should have been explicitly included in the retainer agreement rather than verbally requested after the fact.

Therefore, Allison violated ethical standards by inappropriately soliciting gifts from a client.

Payments to Wilfred

Paying witnesses for their time, including transportation, lost wages, and accommodation expenses, is generally permissible. Lawyers can also compensate witnesses for the time spent in preparation for testimony. Therefore, the payments to Wilfred for his testimony and preparation time per se do not raise ethical concerns. However, ethical issues arise from Allison's condition that these payments were contingent on Wilfred refusing to meet with the prosecution prior to the trial. Lawyers cannot ethically restrict third parties from providing information to the opposing party unless these third parties are relatives, employees, or agents of their client. In this case, there is no evidence to suggest that Wilfred has any such relationship with Davos, making Allison's stipulation a breach of the duty of fairness to the opposing party.

Payment to Eileen

Compensating expert witnesses for their time and expertise is a common and acceptable practice in legal proceedings. Again, paying Eileen, an experienced video technician, a reasonable hourly rate for her testimony at trial per se is not a violation of professional ethics.

Presentation of Eileen’s expert opinion

Attorneys must not submit information to the court that they know to be false, as this violates their duty of candor to the tribunal. In this case, Allison’s actions in influencing Eileen to provide testimony that contradicted their earlier agreement - that the video showed strong evidence of assault - constitutes a serious ethical breach. This act of soliciting Eileen to alter her opinion for trial purposes suggests an intent to deceive the court.

Moreover, while preparing witnesses, attorneys should facilitate the expression of the witness's own opinions and knowledge, rather than instructing them on what to say. Allison’s involvement in changing Eileen’s testimony could be viewed as suborning perjury, especially if it is proven that Allison encouraged Eileen to testify in a manner that was knowingly contrary to her actual expert opinion.

Allison might argue that an expert witness’s testimony is merely an opinion, not a statement of fact. However, even opinions must be genuinely held by the expert. Encouraging an expert to assert an opinion that does not reflect their true professional judgment not only undermines the judicial process but could potentially raise issues of perjury if the expert’s testimony is proven to be intentionally misleading. Thus, this manipulation of expert testimony could also breach the ethical duty to abide by the law.

Allison’s statements in closing argument

While it is Allison's duty to zealously advocate for her client, this does not include the license to mislead the jury or court. By stating that there was no assault, if contrary to the evidence presented, Allison potentially breaches this duty. However, Allison might defend her statement by claiming that she merely said, "the video showed that there was no assault" framing it as an opinion based on the interpretation of the evidence, rather than a direct assertion of fact. This is a close call and typically, the state bar may accept such a framing in closing arguments as it reflects an argumentative interpretation rather than a factual declaration.

However, the phrase "in my own opinion" used in her closing argument presents a clear issue. It is inappropriate for attorneys to insert their personal beliefs into arguments; they are required to maintain a professional detachment and rely solely on evidence and law to make their case. Expressing a personal belief about the client’s innocence oversteps this boundary and could be seen as a breach of duty of fairness to the opposing party.

(754 words)

1

Standing and Jurisdiction

Chemco clearly has standing to sue as it has suffered an imminent and concrete injury due to a decrease in its sales resulting from the enactment of the Organic Act by State X. However, the Eleventh Amendment does indeed restrict the ability of private parties to bring a state to federal court without the state’s consent. Fortunately, the Eleventh Amendment does not bar equitable suits against state officials in their official capacity to enjoin the enforcement of a state statute. This represents Chemco’s only viable option for initiating a lawsuit in federal court without the consent of the state.

Dormant Commerce Clause

The Commerce Clause of the U.S. Constitution not only grants Congress the power to regulate commerce among the states, but also has a dormant aspect, meaning that state laws that impose an undue burden on interstate commerce are often deemed unconstitutional.

Recently, the U.S. Supreme Court held that California's law requiring only humanely raised pork to be sold within its borders did not violate the Dormant Commerce Clause (DCC), despite effectively precluding most out-of-state pork from its markets. The controlling opinion in this case adopted a novel approach, holding that the DCC primarily targets discriminatory laws. The Court concluded that the intent of the pork law was not to disadvantage out-of-state businesses in favor of in-state businesses.

Here, Section 1 of the Organic Act does not explicitly discriminate against out-of-state businesses; it merely bans certain sales within the state. This ban applies equally to both in-state and out-of-state businesses, suggesting that it likely does not violate the DCC.

Due Process Clause

The Due Process Clause protects two categories of substantive rights: (1) rights explicitly guaranteed by the first eight Amendments of the Constitution, and (2) fundamental rights that, while not explicitly mentioned in the Constitution, are "deeply rooted in this Nation’s history and tradition" and "implicit in the concept of ordered liberty."

Here, the sale of chemical products is obviously not a fundamental right. Therefore, the regulation of such products through the Organic Act does not inherently violate the Due Process Clause.

Equal Protection Clause

The Equal Protection Clause prohibits states from denying any person equal protection of the laws, but classifications not involving suspect or quasi-suspect classes are subject to a more lenient standard known as rational basis review. Under this standard, the law need only be rationally related to a legitimate government interest.

Here, the classification of crops as organic or non-organic does not implicate any suspect or quasi-suspect classifications. It is tied to agricultural practices and aims to preserve the existence of small farms and to 'protect' those farmers' 'way of life.' While this purpose might seem modest, it still aligns with legitimate governmental objectives such as promoting sustainable agriculture and supporting local economies.

Under rational basis review, the burden of proof falls on the challenger, in this case, Chemco, to demonstrate that the legislation is not rationally related to any legitimate government interest. Thus, it is unlikely that Chemco can successfully challenge the legislation under the Equal Protection Clause.

2

Standing and Jurisdiction

See the rules above. Suing the state government in Federal Court would be barred by the Eleventh Amendment.

Dormant Commerce Clause

Section 2 discriminates against businesses outside of State X, and will be discussed infra.

3

Dormant Commerce Clause

The Supreme Court has recognized that if a state government is itself a market participant, it may not be subject to DCC restrictions. A&L Berries and Organic Produce could argue that merely receiving state funding does not necessarily qualify these businesses as state participants.

This is a close call, but it must be emphasized that if these businesses are not considered participants of the state government, then Section 2 is likely in violation of the DCC. This is because a provision that discriminates against out-of-state businesses on its face can only pass the DCC test if it serves a legitimate non-economic interest of the government and there are no feasible alternatives. This strict scrutiny-like test is nearly impossible to pass.

Privileges and Immunities Clause

Article IV of the Constitution provides that "the Citizens of each State shall be entitled to all Privileges and Immunities of Citizens in the several States." The Supreme Court has held that denying out-of-state residents the opportunity to engage in livelihood-related commercial activities violates the Privileges and Immunities Clause, even if the state itself is a market participant.

State X may have violated the Privileges and Immunities Clause, but A&L Berries and Organic Produce do not have standing to sue because Privileges and Immunities Clause does not protect corporations.

In summary, Section 1 of the Organic Act is probably constitutional, while Section 2 may have violated both the Dormant Commerce Clause and the Privileges and Immunities Clause. However, addressing the plaintiffs' standing and the 11th Amendment issue appears to pose considerable challenges before the federal court can consider the merits of this case.

(841 words)

广州： 4月1日（周一）下午6:00-晚上9:00，星巴克(保利香槟花园店)，天河区珠江新城华利路46-52号保利香槟花园07、08号铺

深圳：4月8日（周一）下午6:00-晚上9:00，南山区东滨路永新汇大厦2号楼6层前台会议室

方式： 纯聊天，没有presentation. 你可以随时来、随时走。你一个人来袁律师就和你一个人聊，人多了就一起聊。此外，袁律师不会说粤语。

内容： 众所周知袁律师一般不推荐人考bar，只是一旦你决定考，他会全力辅助你。所以建议把问题重点放在如何通过考试（纽约/加州bar），而不是要不要报名考试。

Q & A​

Q: 会不会有通过的学员分享经验？

A: 除了袁律师自己，没有。

Q: 有什么吃喝/礼物？

A: 广州送星巴克饮品一杯，深圳现场一些小零食和饮品。此外，来的人送考试可能用到的纯色鼠标垫一张和FD-258指纹卡两张。

Q: 可不可以请袁律师吃饭？

A: 袁律师在减脂，不吃晚饭。也请不要带礼物过来，晚上不方便带走。