Avoiding "Shall" when Expressing Policies

Abstract

This article explores a common misuse of "shall" in legal documents: the word's inapt use in language expressing a policy. Readers will learn how leading legislative and contract drafters use a succinct present-tense construction and avoid "shall" for language of policy (including definitions). And the article contains various before-and-after examples to help drafters learn to spot this "shall" misuse and refine their documents.

Keywords: drafting, legal drafting, contract, contractual language, contract drafting, legislative drafting, rule drafting, editing, succinctness, definitions, defined terms