ThomasMoreAI 30(b)(6) Corporate Representative Deposition
Covers both sides of FRCP 30(b)(6) depositions: drafting topic notices and examination outlines (taking), and analyzing topics, selecting designees, and preparation (defending).
Quick Start
- Determine role: taking or defending
- If taking → draft topic list (Part A), then build examination outline
- If defending → analyze noticed topics (Part B), select designees, prepare them
Part A: Taking
Topic List Drafting
Each topic must meet "reasonable particularity." See Calzaturficio v. Fabiano Shoe Co., 201 F.R.D. 33 (D. Mass. 2001) [VERIFY].
Drafting rules:
| Rule | Bad | Good |
|---|---|---|
| Time-bound | "All communications about plaintiff" | "HR-supervisor communications re: performance, Jan 2023–Jun 2024" |
| Not too narrow | "The email sent March 15 at 2:47 PM" | "Communications regarding the termination decision" |
| Tied to claims | Topics of mere curiosity | Each topic maps to a claim element |
| No legal conclusions | "Whether defendant discriminated" | "Criteria applied in the promotion decision" |
| Carve out privilege | "Communications with counsel" | Add "excluding attorney-client privileged communications" |
Standard topic categories: Org structure and reporting lines, relevant policies (creation/modification/enforcement), persons involved in key decisions, document retention and custodians, chronology of key events, financial calculations and damages basis.
Topic template:
Pursuant to FRCP 30(b)(6), [Corporation] shall designate representatives
to testify regarding:
TOPIC 1: [Corporation's] organizational structure from [date] to present,
including reporting relationships and decision-making authority for
[department].
TOPIC 2: Policies and procedures regarding [subject], including creation,
modification, and enforcement from [date] to [date].
TOPIC 3: Facts and circumstances surrounding [event], including persons
involved, communications, criteria considered, and basis for the decision.
TOPIC 4: Documents relating to [subject], including creation, maintenance,
location, and any destruction or loss.
Objection risk check per topic:
| Objection | Fix |
|---|---|
| Overbroad | Narrow time or scope |
| Vague | Add specific definitions |
| Burdensome | Limit custodians or sources |
| Seeks privileged info | Carve out attorney-client communications |
| Legal conclusions | Reframe to seek facts |
Examination Strategy
Opening sequence (always establish):
- Confirm designation for each topic
- Establish preparation per topic: documents reviewed, persons interviewed, sources consulted
- "Do you feel prepared to testify fully on this topic?" — builds inadequate-preparation record
Per-topic structure:
- Foundation — Confirm designation and preparation
- Substantive — Start broad ("Tell me what [Corp] knows about [topic]"), then drill with documents
- Binding admissions — "Is it [Corp's] position that...?" / "Does [Corp] contend...?" / "What is [Corp's] explanation for...?"
- Exhaustion — "Any other information [Corp] has on [topic] you haven't shared?"
Handling problems:
| Problem | Response |
|---|---|
| "I don't know" | "Designated for this topic?" → "What did you do to find out?" → "Who would know?" → "Corp doesn't know, or you weren't prepared?" |
| "Outside my topics" | Read topic aloud; ask if question falls within it; may question in personal capacity |
| Defers to counsel | "I need you to answer, not your attorney." |
Post-Deposition Use
- Summary judgment: Corporate admissions establish undisputed facts; corporation cannot easily contradict. Brazos River Auth. v. GE Ionics, 469 F.3d 416 (5th Cir. 2006) [VERIFY]
- Trial: Party admission; read to jury; impeach if trial position differs
- Discovery motions: Failed preparation supports motion to compel re-deposition or FRCP 37(d) sanctions
Part B: Defending
Topic Analysis
Assess each noticed topic:
| Factor | Question |
|---|---|
| Clarity | Reasonable particularity? |
| Scope | Limited in time and subject? |
| Relevance | Tied to claims or defenses? |
| Burden | Preparation difficulty? |
| Privilege | Seeks privileged info? |
Response options: Accept, accept with clarification, narrow (propose limits), object but prepare (avoid sanctions), object and refuse (be ready to litigate).
Output — topic analysis matrix:
| Topic | Assessment | Recommendation | Designee |
|---|---|---|---|
| 1 | Clear, relevant | Accept | [Name] |
| 2 | Overbroad | Narrow to [dates] | [Name] |
| 3 | Privilege issue | Object; testify on non-privileged aspects | [Name] |
Designee Selection
Criteria: Topic knowledge, preparation capacity, demeanor, availability, authority to speak for corporation.
| Option | Pros | Cons |
|---|---|---|
| Most knowledgeable person | Minimal prep | May be poor witness or very senior |
| Professional corporate witness | Composed, experienced | Extensive prep needed |
| Multiple designees | Deeper per-topic expertise | Gap risks, coordination complexity |
Single designee avoids gaps but requires broader prep. Multiple allow depth but demand clear delineation — every topic must map to a designee with no gaps.
Designee Preparation
The designee must know the corporation's collective knowledge, not just personal knowledge.
Per-topic checklist:
- Documents to review
- People to interview and what they know
- Key facts to master
- Problem areas and how to address them
- Corporation's position on each sub-issue
Preparation sessions:
| Session | Focus |
|---|---|
| 1: Foundation | Walk topics; identify gaps; assign doc review and interviews |
| 2: Synthesis | Test knowledge per topic; establish corporate positions; fill gaps |
| 3: Practice | Mock exam; binding admission questions; "I don't know" handling |
"I don't know" coaching:
- Acceptable: "The corporation does not have information about that" (after adequate prep)
- Acceptable: "I've reviewed all available documents and interviewed relevant personnel, and the records don't reflect that"
- Problematic: Bare "I don't know" without explaining preparation efforts — signals inadequate preparation
- Problematic: "I wasn't told about that" — same problem
Defending at Deposition
- Preserve objections: Form, beyond noticed topics, assumes facts, calls for speculation
- Instruct not to answer (rare): Attorney-client privilege, work product, questions clearly outside all topics and personal knowledge
- Do not: Coach during breaks, make speaking objections that signal answers, obstruct legitimate questioning
- Post-deposition: Debrief witness, assess errata needs, evaluate re-deposition risk
Pitfalls
- Test every topic against objection categories before finalizing the notice
- Binding admissions are the primary asset when taking — always frame as corporate positions, not individual opinions
- Duty to prepare when defending is absolute — QBE Ins. v. Jorda Enters., 277 F.R.D. 676 (S.D. Fla. 2012) [VERIFY]
- State equivalents vary (e.g., Cal. CCP § 2025.230); always check local rules
- Privilege carve-outs must be explicit in both topic drafting and objection responses
- If using multiple designees, map every topic to a designee with no gaps