Apex Deposition Toolkit: Protective Order Motions, Executive Declarations, and Alternative Discovery Proposals

Summary. This toolkit collects the working papers for an apex deposition dispute, each introduced by its purpose, its owner, and when to use it, and each followed by drafting commentary tied to the governing authority. For the party seeking the deposition, it supplies an involvement map, interrogatories directed to the executive's role, a meet-and-confer proposal letter, an opposition built around a unique-knowledge evidence chart, and a time-limited examination outline. For the party resisting, it supplies a notice triage memo, an executive interview outline, an executive declaration, a motion for protective order, and an executive preparation module. Shared templates include an alternative discovery and sequencing stipulation, a deposition limitations order, and a Rule 72(a) objection outline, and a separate template addresses motions and mandamus petitions for high-ranking government officials. All templates use bracketed placeholders and follow one running example, a product liability case in which the plaintiff seeks to depose an appliance maker's chief executive.

Apex disputes are won on paper. The judge who decides whether a chief executive sits for a deposition will rarely meet the executive, and will decide on a declaration, a chart, a few transcript excerpts, and a proposed order. The templates below are those papers. They are written so that each side can see what the other is building, because the best version of any of them anticipates its answer.

How to use this toolkit

Each template states its purpose, its owner, and when to use it, then gives the template with [BRACKETED PLACEHOLDERS] and a short drafting commentary. Use one topic-numbering system across every paper: T-1, T-2, and so on for the examination topics, so that the involvement map, the evidence chart, the proposal letter, the declaration, and the proposed order all refer to "T-2" and mean the same thing.

The doctrine is explained in Apex Depositions: When Litigants Can Depose the CEO and How Companies Resist; the sequence of tasks is in Seeking or Opposing an Apex Deposition: A Practical Guide; and the check-off version is the Apex Deposition Checklist: A Practical Checklist.

Running example. Dana Hollis was burned when a Brandywine Appliance Co. dehumidifier caught fire in her basement. She sues Brandywine in the Northern District of Ohio for design defect and failure to warn, and seeks punitive damages. Brandywine, an Ohio company with 6,200 employees, recalled a different dehumidifier model in 2023 for a capacitor defect but did not recall Hollis's model, which uses a similar capacitor. On an industry podcast in 2024, Brandywine's chief executive, Marcus Delacroix, said: "We knew about the capacitor question across the line in 2022, and I made the call to recall the model where the data was clear." Hollis's counsel, Priya Raman, wants Delacroix's deposition. Brandywine's counsel, Gerald Fitch, wants to prevent it or limit it. Because the case is in the Sixth Circuit, Serrano v. Cintas Corp., 699 F.3d 884 (6th Cir. 2012) governs: Brandywine bears the burden of showing good cause under Fed. R. Civ. P. 26(c)(1), and apex status is a factor, not a presumption.

Template 1: Executive involvement map

Purpose: record, event by event, the executive's documented connection to the facts in suit. Owner: requesting party's case team; resisting counsel builds the same map from the client's files to test the declaration. When to use: from the first production onward; update after each deposition.

Drafting commentary. Courts decide apex motions on evidence of personal involvement, not title. The "Bin" column forces the honest classification that both sides need: personal participation usually supports a deposition; informed oversight usually produces a sequencing order; title only almost never supports one (in Liberty Mutual Insurance Co. v. Superior Court, 10 Cal. App. 4th 1282 (1992), the president's only link was being copied by title on two letters he never saw). Documents are discoverable without regard to apex status under Rule 26(b)(1) and Rule 34, so make sure the executive is an ESI custodian before relying on the map. In the running example, the podcast statement (T-3) is the executive's own words about the subject of the suit, which is the strongest kind of entry.

Template 2: Interrogatories directed to the executive's role

Purpose: obtain sworn, verified information about the executive's involvement, either as a less intrusive alternative or as the foundation for a later deposition request. Owner: requesting party. When to use: before noticing the executive; also the most common court-ordered precondition.

PLAINTIFF'S [NUMBER] SET OF INTERROGATORIES TO DEFENDANT [COMPANY]

INTERROGATORY NO. [__]: Identify each person who participated in, recommended,
or approved the decision [DESCRIBE DECISION, e.g., "not to recall Model DH-70
in or about February 2023"], and for each person describe his or her role.

INTERROGATORY NO. [__]: Describe [EXECUTIVE NAME]'s role, if any, in [DECISION
OR EVENT], including each communication [EXECUTIVE] sent or received concerning
it, identified by date, participants, and Bates number.

INTERROGATORY NO. [__]: State the factual basis for the statement attributed
to [EXECUTIVE] on [DATE] in [SOURCE], that "[QUOTE]," including what
information [EXECUTIVE] had in mind and the source of that information.

INTERROGATORY NO. [__]: Identify each person, other than [EXECUTIVE], who has
knowledge of [SUBJECT], and describe the subject of each person's knowledge.

INTERROGATORY NO. [__]: State whether [EXECUTIVE] communicated with any person
outside [COMPANY] concerning [SUBJECT] between [DATE] and [DATE], and, if so,
identify each communication.

VERIFICATION: Plaintiff requests that the answers to Interrogatories [__]
through [__] be verified by [EXECUTIVE] personally, or that [COMPANY] identify
the officer who verifies them and the sources of the information provided.

Drafting commentary. Interrogatories under Fed. R. Civ. P. 33 go to parties, not to individual officers who are not parties, so frame them to the company about the executive's role and ask that the executive verify the role-specific answers. Courts have ordered written discovery to the executive first since Mulvey v. Chrysler Corp., 106 F.R.D. 364 (D.R.I. 1985), where the court required interrogatories to Chrysler's chairman before any deposition. The third interrogatory (basis for a public statement) matters most in the running example: either Brandywine explains the podcast statement in a way that makes the deposition unnecessary, or its answer shows that only Delacroix can explain it. Count these against the 25-interrogatory limit of Rule 33(a)(1). If the answers are evasive, a motion to compel under Rule 37(a)(3)(B)(iii) comes before the apex motion; see the Discovery Enforcement Toolkit: Deficiency Letters, Meet-and-Confer Records, and Rule 37 Motions.

Template 3: Meet-and-confer proposal letter

Purpose: propose a narrow, documented deposition and create the conferral record. Owner: requesting party. When to use: after the lower-level depositions and interrogatory answers, before or with the notice.

[DATE]

VIA EMAIL

[OPPOSING COUNSEL]
[FIRM]

Re: [CASE CAPTION], No. [__] - Deposition of [EXECUTIVE]

Dear [NAME]:

We write to confer about the deposition of [EXECUTIVE], [TITLE] of [COMPANY].

1. What we need and why. We seek testimony on the following topics only:
   T-[#]: [TOPIC], on which [EXECUTIVE] has personal knowledge as shown by
          [EVIDENCE CITES].
   T-[#]: [TOPIC] ...
   [Defendant's] designee, [NAME], testified on [DATE] that [he/she] could not
   address [TOPIC] ([TR. CITE]). [WITNESS] testified that only [EXECUTIVE]
   would know [FACT] ([TR. CITE]). Defendant's answer to Interrogatory No. [__]
   states [SUMMARY], which does not address [GAP].

2. Proposed terms. We propose:
   (a) a deposition of no more than [__] hours on the record;
   (b) limited to Topics T-[#] through T-[#];
   (c) by remote means under Fed. R. Civ. P. 30(b)(4), or at [LOCATION]
       convenient to [EXECUTIVE];
   (d) on one of the following dates: [DATES], or another date within [__]
       days that avoids [KNOWN BUSINESS CONFLICT];
   (e) after the depositions of [REMAINING WITNESSES], if any.

3. Alternatives. If you contend that someone other than [EXECUTIVE] can
   testify to these topics from personal knowledge, please identify that
   person and the basis for that contention by [DATE].

Please let us know by [DATE] whether these terms are acceptable. We are
available to confer by telephone on [DATES]. If we cannot agree, we will
[serve the notice / ask the Court to resolve the matter], and we will
represent to the Court that we offered these terms.

Sincerely,
[NAME]

Drafting commentary. A narrow, documented request shifts the debate: the company must now justify refusing a modest deposition. Paragraph 3 invites the company to name a substitute; if it names none, or names someone who later disclaims knowledge, that becomes evidence of uniqueness. Never mention settlement in this letter. In Lewelling v. Farmers Insurance of Columbus, Inc., 879 F.2d 212 (6th Cir. 1989), the plaintiffs' offer to cancel the chief executive's deposition in exchange for a settlement meeting supported the protective order that the Sixth Circuit affirmed. The letter also supports the conferral certifications required by Rule 26(c)(1) and Rule 37(a)(1).

Template 4: Notice triage memo to client

Purpose: tell the client, on day one, what must happen and by when. Owner: resisting party's outside counsel, to the general counsel. When to use: the day the notice or subpoena arrives.

PRIVILEGED AND CONFIDENTIAL - ATTORNEY-CLIENT COMMUNICATION

To:   [GENERAL COUNSEL]
From: [OUTSIDE COUNSEL]
Date: [DATE]
Re:   Notice of deposition of [EXECUTIVE] in [CASE]

1. What arrived. Plaintiff served a notice for [EXECUTIVE]'s deposition on
   [DATE] at [PLACE], [__] hours, [METHOD].

2. Deadlines. [EXECUTIVE] must appear on [DATE] unless a motion for protective
   order is pending (Fed. R. Civ. P. 37(d)(2)). We will file no later than
   [DATE]. [TEXAS: Motion must be filed by [DATE], the third business day
   after service, to stay the deposition under Tex. R. Civ. P. 199.4.]

3. What we need from you this week.
   (a) Confirm the litigation hold covers [EXECUTIVE]'s email, texts, chat,
       and any personal devices used for business.
   (b) Authorize collection of [EXECUTIVE]'s files on [SUBJECTS] using the
       production search terms.
   (c) Schedule a [60]-minute interview with [EXECUTIVE] and [30]-minute
       interviews with [DIRECT REPORTS].
   (d) Provide [EXECUTIVE]'s calendar for [PERIOD] and any known conflicts
       for [DATES].

4. Preliminary assessment. Based on what we know, [EXECUTIVE]'s connection to
   the case appears to be [PERSONAL / OVERSIGHT / TITLE ONLY]. Our likely goal
   is [A BAR UNTIL OTHER DISCOVERY IS DONE / SEQUENCING / LIMITS ON TIME AND
   TOPICS]. We will revise this after the investigation.

5. What not to do. Please do not ask [EXECUTIVE] to sign anything, and do not
   discuss the case with [EXECUTIVE] except through counsel, until we have
   reviewed the documents.

Drafting commentary. Rule 37(d)(2) excuses non-appearance only while a protective-order motion is pending, so the filing deadline is the first fact the client needs. Paragraph 5 prevents the most damaging mistake in apex practice: a declaration signed before anyone has read the executive's email. Interviews conducted by counsel to give legal advice are privileged under Upjohn Co. v. United States, 449 U.S. 383 (1981). For preservation scope, see the Litigation Hold and Evidence Preservation Checklist: A Practical Checklist.

Template 5: Executive interview outline

Purpose: learn what the executive actually did, before drafting anything. Owner: resisting party's counsel. When to use: after collecting and reviewing the executive's files, before the declaration.

EXECUTIVE INTERVIEW OUTLINE - PRIVILEGED / ATTORNEY WORK PRODUCT
Witness: [EXECUTIVE]   Date: [__]   Present: [COUNSEL ONLY; NO NON-LAWYER STAFF
UNLESS NECESSARY]

A. Upjohn explanation: counsel represents [COMPANY]; privilege belongs to
   [COMPANY]; [COMPANY] may waive it.

B. Role and structure
   1. Title, responsibilities, direct reports.
   2. How decisions on [SUBJECT] are made; who decides; who approves.
   3. Reporting distance to [PEOPLE NAMED IN COMPLAINT].

C. Event by event (use the involvement map, Template 1)
   For each event T-[#]:
   4. Were you present? Who else was?
   5. Did you send, receive, or read any communication about it? [SHOW DOCS]
   6. Did you make, approve, or comment on any decision? On what information?
   7. Did you discuss it with anyone outside [COMPANY]?
   8. Did you say anything about it publicly? [SHOW PUBLIC STATEMENTS]

D. Public statements
   9. [STATEMENT]: What did you mean? What information were you relying on?
      Who prepared it? Notes or talking points?

E. Burden
   10. Schedule for [PERIOD]; specific conflicts; travel.
   11. Number of lawsuits in which you have been noticed in the past [__]
       years, if known.

F. Others with knowledge
   12. Who knows more about [SUBJECT] than you do? Why?

Drafting commentary. Show the executive her own documents during the interview. The goal is to find the facts that would contradict a declaration before the other side does. If the interview shows real personal involvement, as with Delacroix's podcast statement in the running example, change the goal from a bar to limits. Be deliberate about which documents the executive reviews in preparing to testify, since Fed. R. Evid. 612 may allow the other side to see writings used to refresh memory. For privilege boundaries in corporate investigations, see Attorney-Client Privilege and Work Product for Businesses: Upjohn, In-House Counsel, and the Common Interest.

Template 6: Executive declaration

Purpose: supply the "particular and specific demonstration of fact" that good cause requires, and, in Texas, California, or Florida, satisfy the executive's burden of production. Owner: resisting party's counsel, signed by the executive. When to use: with the motion for protective order, after Templates 4 and 5.

UNITED STATES DISTRICT COURT
[DISTRICT]

[CAPTION]                                   Case No. [__]

DECLARATION OF [EXECUTIVE NAME] IN SUPPORT OF [COMPANY]'S MOTION FOR
PROTECTIVE ORDER

I, [NAME], declare as follows:

1. I am the [TITLE] of [COMPANY]. I have held this position since [DATE].
   I make this declaration from personal knowledge [and from my review of the
   documents identified below].

Role and organization
2. [COMPANY] has approximately [__] employees in [__] locations and [__]
   business units. [__] executives report directly to me: [TITLES].
3. My responsibilities include [DESCRIBE]. I do not [DESCRIBE WHAT EXECUTIVE
   DOES NOT DO, e.g., "review individual product test results or make
   recall decisions for individual models except as described below"].

The matters in this case
4. [For each allegation or event that involves the executive, state the
   facts.] For example: "In [MONTH YEAR], I received a summary presentation
   on capacitor field returns across several product lines (BRW-0081120). I
   did not attend the engineering review meetings at which the data were
   analyzed. The presentation did not separately address Model DH-70."
5. [Describe any actual involvement accurately.] For example: "In [MONTH
   YEAR], I approved the recommendation of [NAME], Vice President of Product
   Safety, to recall Model DH-50 (BRW-0090455). The recommendation did not
   address Model DH-70, and I did not make any separate decision about Model
   DH-70."
6. [Address public statements.] For example: "On [DATE], I appeared on [PODCAST].
   My statement that '[QUOTE]' referred to [EXPLANATION]. The information I
   had in mind was [SOURCE], which was prepared by [NAME/TEAM]."

Persons with knowledge
7. The persons at [COMPANY] most knowledgeable about [SUBJECT] are [NAME,
   TITLE] and [NAME, TITLE], who [DESCRIBE ROLE].

Burden
8. [Specific, true facts about burden.] For example: "Between [DATES], I am
   scheduled to [SPECIFIC COMMITMENTS]. I am available on [DATES]."

I declare under penalty of perjury under the laws of the United States of
America that the foregoing is true and correct.

Executed on [DATE] at [CITY, STATE].

______________________
[NAME]

Drafting commentary. Use the unsworn declaration form of 28 U.S.C. § 1746 in federal court; state courts may require an affidavit. Specificity is the point. Good cause under Rule 26(c) requires "a particular and specific demonstration of fact as distinguished from stereotyped and conclusory statements" (Gulf Oil Co. v. Bernard, 452 U.S. 89 (1981); In re Terra International, Inc., 134 F.3d 302 (5th Cir. 1998)), and Serrano applied that standard to a CEO's affidavit. In Texas, the motion must be accompanied by the official's affidavit denying knowledge of relevant facts (Crown Central Petroleum Corp. v. Garcia, 904 S.W.2d 125 (Tex. 1995)); in Florida, the affidavit or declaration must explain that the officer lacks unique, personal knowledge of the issues being litigated (Fla. R. Civ. P. 1.280(i), as adopted in In re Amendment to Florida Rule of Civil Procedure 1.280 (Fla. 2021)). The declaration supporting the protective order affirmed in Thomas v. International Business Machines, 48 F.3d 478 (10th Cir. 1995) came from IBM's chairman and addressed his lack of knowledge of the facts in dispute.

Paragraphs 5 and 6 are the ones lawyers are tempted to omit. Do not. In the running example, a declaration that ignored the podcast statement would be impeached by the plaintiff's first exhibit. A declaration that explains it may support limits even if it cannot support a bar. Have the executive read the final version line by line, and keep a file showing the documents checked against each paragraph.

Template 7: Motion for protective order

Purpose: ask the court to bar, defer, or limit the deposition. Owner: resisting party. When to use: before the deposition date (Texas: within the three-business-day window of Tex. R. Civ. P. 199.4); for a nonparty subpoena, in the compliance court under Rule 45(d)(3).

[COMPANY]'S MOTION FOR PROTECTIVE ORDER CONCERNING THE DEPOSITION OF
[EXECUTIVE]

CERTIFICATION OF CONFERENCE
Counsel conferred in good faith with [OPPOSING COUNSEL] on [DATES] by
[METHOD] in an effort to resolve this dispute without court action. [Describe
offers made and responses.] Fed. R. Civ. P. 26(c)(1); [LOCAL RULE].

I. INTRODUCTION
[Two or three sentences: who the executive is; what plaintiff seeks; what
alternatives were offered; the specific relief requested.]

II. BACKGROUND
A. [COMPANY] and [EXECUTIVE]'s role (Decl. ¶¶ 2-3).
B. The discovery taken to date: [__] depositions, [__] interrogatory answers,
   [__] documents produced, including [__] from [EXECUTIVE]'s files.
C. The notice and the parties' conference.

III. LEGAL STANDARD
Rule 26(c)(1) permits the Court, for good cause, to forbid a deposition,
specify its terms, prescribe a different method, or limit its scope. Rule
26(b)(2)(C)(i) requires the Court to limit discovery obtainable from a source
that is more convenient, less burdensome, or less expensive. [FORUM-SPECIFIC
APEX STANDARD WITH CITATIONS.]

IV. ARGUMENT
A. [EXECUTIVE] lacks unique, first-hand knowledge of the matters plaintiff
   identifies. [Topic by topic, with declaration cites.]
B. The information is available from less burdensome sources, which plaintiff
   has not exhausted. [Name the witnesses and the designee; describe what
   they can address.]
C. The deposition would impose specific, undue burden. [Specific facts.]
D. In the alternative, the Court should limit the deposition. [Propose terms:
   sequencing; [__] hours; topics T-[#]; remote; dates.]

V. CONCLUSION
[COMPANY] requests entry of the attached proposed order.

Drafting commentary. Lead with the facts, not with rank. In a Sixth Circuit court, Serrano held that it was legal error to grant protection on the apex doctrine alone without analyzing the harm the deposition would cause, so Part IV.C must be real. Elsewhere, the early federal authorities support sequencing: Salter v. Upjohn Co., 593 F.2d 649 (5th Cir. 1979) (depose the employees with more direct knowledge first), Baine v. General Motors Corp., 141 F.R.D. 332 (M.D. Ala. 1991) (deposition quashed where information could come from other witnesses or a Rule 30(b)(6) deposition not yet taken), and Patterson v. Avery Dennison Corp., 281 F.3d 676 (7th Cir. 2002) (one email asking HR to "take a second look" did not require the executive's deposition). Cite Texas or California authority only in those courts. Always include Part IV.D: Salter itself warns that prohibiting a deposition altogether is "very unusual," and an all-or-nothing motion often gets nothing. For general protective order practice, see Obtaining and Defending a Protective Order: A Practical Guide.

Template 8: Opposition with unique-knowledge evidence chart

Purpose: show the court, topic by topic, why the executive's personal knowledge is needed and why the alternatives fell short. Owner: requesting party. When to use: in opposition to a protective-order motion or in support of a motion to compel; in a joint letter, the chart can be the core of the requesting party's section.

PLAINTIFF'S OPPOSITION TO [COMPANY]'S MOTION FOR PROTECTIVE ORDER

I. [COMPANY] bears the burden of showing good cause with specific facts.
   [Serrano / forum standard; Gulf Oil; Terra.] Rank is not a presumption.

II. [EXECUTIVE] has personal, first-hand knowledge of the topics identified.
   [Walk through the chart. Lead with the executive's own words and
   decisions.]

III. Plaintiff pursued the less intrusive alternatives, and they confirmed
   that only [EXECUTIVE] can supply this testimony. [Depositions,
   interrogatories, designee, with cites.]

IV. The declaration does not establish good cause. [Place each conclusory
   or contradicted paragraph next to the evidence.]

V. The requested deposition is proportional. [Rule 26(b)(1) factors.]

VI. Plaintiff has offered reasonable limits. [Terms from Template 3; attach
   proposed order (Template 10).]

Drafting commentary. The chart answers every framework at once: unique first-hand, non-repetitive knowledge and exhaustion under Apple Inc. v. Samsung Electronics Co., 282 F.R.D. 259 (N.D. Cal. 2012); unique or superior knowledge and inadequate alternatives under Crown Central and Liberty Mutual; and the proportionality factors of Rule 26(b)(1). In Apple, documents tying Samsung's chief executive to a design strategy at the time the accused products were developed justified a two-hour deposition; generalized statements about competitiveness did not justify the deposition of a division president. Keep the chart to three to six topics, and delete any row that rests on "ultimate responsibility," an argument the Texas Supreme Court rejected in In re Daisy Manufacturing Co., 17 S.W.3d 654 (Tex. 2000). Column four is where requesting parties most often fail: explain specifically why each alternative left a gap. For building the transcript record that feeds column three, see Cross-Examining an Adverse Witness at Deposition: A Practical Guide.

Template 9: Alternative discovery proposal and sequencing stipulation

Purpose: resolve the dispute by agreement on sequence, substitutes, and conditional terms. Owner: either side may propose; both sign. When to use: before motion practice, or after a ruling to implement it.

STIPULATION REGARDING DEPOSITION OF [EXECUTIVE]
(Fed. R. Civ. P. 29)

The parties stipulate as follows:

1. Preliminary discovery. Before any deposition of [EXECUTIVE]:
   (a) [COMPANY] will produce [WITNESS NAMES/TITLES] for deposition by [DATE];
   (b) [COMPANY] will produce a Rule 30(b)(6) designee on Topics [__] by [DATE];
   (c) [COMPANY] will serve verified answers to Interrogatories [__], with the
       answers concerning [EXECUTIVE]'s role verified by [EXECUTIVE], by [DATE];
   (d) [COMPANY] will complete production of [EXECUTIVE]'s custodial documents
       responsive to Requests [__] by [DATE].

2. Conditional deposition. Within [__] days after completion of paragraph 1,
   Plaintiff may serve a notice for [EXECUTIVE]'s deposition limited to Topics
   T-[#] through T-[#]. [ALTERNATIVE: Plaintiff may serve the notice only if
   the discovery in paragraph 1 produces evidence that [EXECUTIVE] has
   personal knowledge of [SUBJECT] not available from the witnesses in
   paragraph 1.]

3. Terms if the deposition proceeds. The deposition will (a) not exceed [__]
   hours on the record; (b) be limited to Topics T-[#] through T-[#]; (c) take
   place [by remote means / at LOCATION]; (d) occur on a date mutually agreed
   within [__] days of the notice.

4. Reservation of rights. [COMPANY] reserves the right to move for a
   protective order as to any notice served under paragraph 2, and Plaintiff
   reserves the right to seek additional time or topics on a showing of good
   cause. [ALTERNATIVE: The parties waive further motion practice on the
   terms in paragraph 3.]

5. Deposition count. The deposition of [EXECUTIVE] [will / will not] count
   against Plaintiff's limit under Fed. R. Civ. P. 30(a)(2)(A)(i).

6. Filing. The parties will file this stipulation [and request that it be
   so-ordered].

Drafting commentary. Fed. R. Civ. P. 29 lets parties stipulate to deposition procedures, though stipulations extending time for discovery responses or interfering with court deadlines may need court approval. A filed agreement is enforceable: in In re BP Products North America Inc., 244 S.W.3d 840 (Tex. 2008), the Texas Supreme Court granted mandamus to enforce an agreement that limited one executive to four hours, conditioned any deposition of the parent company's chief executive on new evidence of unique and superior knowledge, and capped that deposition at one hour by telephone. Choose between the two versions of paragraph 2 deliberately: the first gives the requesting party an automatic right after sequencing; the second preserves the apex fight for later. The deposition-count paragraph prevents a dispute under the ten-deposition limit of Rule 30(a)(2)(A)(i). For remote terms, attach a protocol from the Remote Deposition Toolkit: Stipulated Protocols, Exhibit Plans, and Technology Scripts.

Template 10: Deposition limitations order

Purpose: give the court a signable order with every term it will need. Owner: submitted by whichever side files (each side submits its own version). When to use: attached to the motion or the opposition.

[PROPOSED] ORDER REGARDING DEPOSITION OF [EXECUTIVE]

Upon consideration of [MOTION], and for good cause shown under Fed. R. Civ. P.
26(c)(1), IT IS ORDERED:

1. [SEQUENCING] The deposition of [EXECUTIVE] shall not proceed until
   Plaintiff has completed [LIST]. [OR: The deposition may proceed after
   [DATE].]

2. [DURATION] The deposition shall not exceed [__] hours on the record,
   exclusive of breaks. Fed. R. Civ. P. 30(d)(1).

3. [SCOPE] Examination is limited to: (a) [TOPIC T-#]; (b) [TOPIC T-#];
   (c) [TOPIC T-#]. Counsel may instruct the witness not to answer questions
   outside these topics. Fed. R. Civ. P. 30(c)(2).

4. [METHOD AND PLACE] The deposition shall be taken [by remote means under
   Fed. R. Civ. P. 30(b)(4) / at LOCATION], [with the protocol attached as
   Exhibit A].

5. [DATE] The deposition shall occur on a date agreed by the parties between
   [DATE] and [DATE].

6. [EXHIBITS] Plaintiff shall provide exhibits [__] hours in advance [in
   sealed electronic form, to be opened on the record].

7. [MODIFICATION] Any party may seek modification of this Order on a showing
   of good cause, including a showing that the deposition revealed matters
   requiring additional examination.

8. [CONFIDENTIALITY] Testimony may be designated under the Protective Order
   entered [DATE].

SO ORDERED.

Drafting commentary. Rule 26(c)(1)(B)-(D) authorizes orders "specifying terms, including time and place," "prescribing a discovery method other than the one selected," and "forbidding inquiry into certain matters, or limiting the scope." Paragraph 3's reference to Rule 30(c)(2) matters: an instruction not to answer is permitted "to enforce a limitation ordered by the court," so a clear topic list prevents fights on the record. Paragraph 7 reflects the common judicial practice of allowing a later application, which both Salter and Mulvey contemplated. Courts have broad discretion to tailor discovery in this way (Crawford-El v. Britton, 523 U.S. 574 (1998); Seattle Times Co. v. Rhinehart, 467 U.S. 20 (1984)). If confidential business information may come up, coordinate with the case's protective order; see the Confidentiality Toolkit: Protective Orders, Designation Challenges, and Sealing Motions.

Template 11: Rule 72(a) objection outline

Purpose: seek district judge review of a magistrate judge's apex ruling. Owner: the losing party. When to use: within 14 days after service of the order.

[PARTY]'S OBJECTIONS TO MAGISTRATE JUDGE'S ORDER OF [DATE]
(Fed. R. Civ. P. 72(a); 28 U.S.C. § 636(b)(1)(A))

I. The order and the standard of review. The order [summarize]. The Court
   must modify or set aside any part of the order that is clearly erroneous or
   contrary to law.

II. Objection 1: The order applied the wrong legal standard. [E.g., placed
   the burden on the wrong party; treated apex status as dispositive (see
   Serrano); required "unique" knowledge without considering proportionality;
   or ignored the requirement of specific facts.] (Legal error: de novo
   within the "contrary to law" standard.)

III. Objection 2: The order rests on a clearly erroneous finding. [Identify
   the finding and the record evidence that contradicts it.]

IV. Requested relief. [Specific modification.] [Request for stay of the
   deposition pending decision, if not already granted.]

Drafting commentary. Objections are limited to clear error and legal error under Fed. R. Civ. P. 72(a) and 28 U.S.C. § 636(b)(1)(A), and they rarely succeed against a reasonable, limited order. The strongest objections identify a legal error, such as the one Serrano found when a magistrate judge relied on the apex doctrine without analyzing harm. Ask for a stay; filing an objection does not by itself stop the deposition. Mandamus to the court of appeals is rarely available for private executives, and the collateral order doctrine does not reach ordinary discovery rulings (Mohawk Industries, Inc. v. Carpenter, 558 U.S. 100 (2009)). For appellate options generally, see Interlocutory Appeals and Mandamus: Getting Appellate Review Before Final Judgment.

Template 12: Government official motion to quash and mandamus petition outline

Purpose: protect a high-ranking official from deposition or compelled testimony. Owner: government counsel. When to use: on receipt of a notice or subpoena; the mandamus petition in parallel if the trial court denies relief.

A. MOTION TO QUASH / FOR PROTECTIVE ORDER (district court)
   1. The official's position and duties (declaration of a senior aide or the
      official).
   2. Standard: exceptional circumstances required (Lederman; Bogan; In re
      United States (8th Cir. 1999)); no inquiry into mental processes absent
      a strong showing of bad faith (Morgan; Overton Park).
   3. No unique first-hand knowledge: [facts].
   4. Alternatives: [lower-ranking official by name; Rule 30(b)(6) designee of
      the agency; written questions under Rule 31; administrative record].
   5. Request: quash; alternatively, substitute [OFFICIAL] or written
      questions; stay pending any petition.

B. PETITION FOR WRIT OF MANDAMUS (court of appeals; 28 U.S.C. § 1651;
   Fed. R. App. P. 21)
   1. Relief sought; the order; emergency stay request.
   2. No other adequate means: testimony cannot be undone after it is given.
   3. Clear and indisputable right: [exceptional circumstances standard;
      failure to find them; availability of substitutes].
   4. Appropriateness: separation of powers; burden on public office; [cite
      circuit authority].

Drafting commentary. The government standard is stricter than the corporate one. To depose a high-ranking official, the requesting party must show exceptional circumstances, such as unique first-hand knowledge or that the information cannot be obtained through less burdensome means (Lederman v. New York City Department of Parks & Recreation, 731 F.3d 199 (2d Cir. 2013); Bogan v. City of Boston, 489 F.3d 417 (1st Cir. 2007); In re United States, 197 F.3d 310 (8th Cir. 1999)). The mental-process bar comes from United States v. Morgan, 313 U.S. 409 (1941), with the bad-faith exception recognized in Citizens to Preserve Overton Park, Inc. v. Volpe, 401 U.S. 402 (1971). Courts of appeals have granted mandamus in In re United States, 985 F.2d 510 (11th Cir. 1993) (30 minutes of telephone testimony from the FDA Commissioner), In re FDIC, 58 F.3d 1055 (5th Cir. 1995), In re United States, 624 F.3d 1368 (11th Cir. 2010) (substituting an Assistant Administrator for the EPA Administrator), In re McCarthy, 636 F. App'x 142 (4th Cir. 2015), In re Clinton, 973 F.3d 106 (D.C. Cir. 2020), In re U.S. Department of Education, 25 F.4th 692 (9th Cir. 2022), and In re Paxton, 60 F.4th 252 (5th Cir. 2023). The Supreme Court's attention to separation-of-powers concerns in discovery against senior executive officials in Cheney v. United States District Court, 542 U.S. 367 (2004), and its handling of the Secretary of Commerce's deposition in the census case (Department of Commerce v. New York, 588 U.S. 752 (2019)), support the petition's appropriateness section. Always offer a substitute; courts are more willing to protect an official when someone else can answer.

Template 13: Executive preparation module

Purpose: prepare the executive for a limited deposition. Owner: resisting party's counsel. When to use: two sessions in the two weeks before the deposition.

PREPARATION NOTES FOR [EXECUTIVE] - PRIVILEGED

Topics you may be asked about (Order ¶ 3): [T-#], [T-#], [T-#].
Questions outside these topics: counsel may instruct you not to answer. Wait
for counsel before answering anything that seems outside them.

Your documents: [LIST WITH BATES NUMBERS].
Your public statement: "[QUOTE]" ([DATE], [SOURCE]). Expect to be asked what
you meant and what you relied on. Answer from memory; do not reconstruct.

Three habits to break: [e.g., explaining strategy; finishing the examiner's
sentences; answering questions about what others thought].

Drafting commentary. Executives are used to persuading and explaining, which are the wrong instincts in a deposition. A short deposition magnifies each answer, because the examiner has planned every minute. Preparation must stay within ethical limits: counsel may explain the process, review documents, and practice, but may not script false testimony or encourage evasion. For the defender's role on the record, see The Art of Defending Depositions in Federal Court: A Comprehensive Guide; for the examiner's likely techniques, see Cross-Examination Methods Compared: Pozner, Dodd, Younger's Ten Commandments, the Reptile, and the Reid Technique; for remote setup, the Remote Deposition Checklist: A Practical Checklist.

Template 14: Time-limited examination outline

Purpose: get the most from a deposition limited to a few hours and a few topics. Owner: requesting party. When to use: after the order; finalize the week before.

EXAMINATION RULES FOR A LIMITED DEPOSITION
1. Start with the document the witness cannot dispute.
2. Short, closed questions until the foundation is set; then one open
   question per topic on state of mind.
3. Do not ask background questions the interrogatory answers already cover.
4. Track the time; leave a reserve block.
5. Stay inside the order's topics. If something new emerges, make a record
   and seek leave later (Fed. R. Civ. P. 30(d)(1)).
6. If the witness filibusters, note the time used on non-responsive answers
   for the record.

Drafting commentary. Rule 30(d)(1) allows the court to grant additional time "if needed to fairly examine the deponent or if the deponent, another person, or any other circumstance impedes or delays the examination," so a record of non-responsive answers supports an extension request. Starting with the executive's own words (Block 1) both secures the most important testimony early and sets the tone. For impeachment sequences and chapter outlines, use the Cross-Examination Toolkit: Chapter Outlines, Impeachment Sequences, and Reptile Defense Scripts.

How the running example resolved

Raman built the involvement map (Template 1), served the role interrogatories (Template 2), and deposed the vice president of product safety, who testified that the DH-70 question "went up to Marcus." Brandywine's answer to the interrogatory asking about the basis for the podcast statement said only that Delacroix "was speaking generally about industry developments." Raman sent the proposal letter (Template 3) seeking three hours on three topics by video.

Fitch's triage memo (Template 4) stopped anyone from drafting a declaration until the files were reviewed. The interview (Template 5) and the documents confirmed that Delacroix had signed the DH-50 recall memo and had asked, in an email, whether "the same issue applies to the 70." Fitch concluded that a bar was not achievable. His declaration (Template 6) described the email accurately, explained the podcast remark, and identified the vice president and a senior engineer as the people who evaluated DH-70. His motion (Template 7) asked for two hours, limited to the recall decisions and the podcast statement, after Brandywine's 30(b)(6) designee testified on the field data.

Raman's opposition (Template 8) put the interrogatory answer next to the vice president's testimony and the "applies to the 70" email. The magistrate judge, applying Serrano, found that Brandywine had shown a specific burden only as to timing and scope, and entered an order (Template 10) for a three-hour remote deposition on topics T-2 and T-3, after the designee's deposition, with leave to seek more time on good cause. Neither side objected (Template 11). Fitch prepared Delacroix in two sessions (Template 13); Raman's outline (Template 14) began with the podcast recording. The deposition took two hours and forty minutes, and the case moved to expert discovery with the executive's testimony fixed.

This document is general information, not legal advice for any particular situation. Adapt every template to the governing rules, local rules, and the judge's procedures.

Related Documents

Related Articles

• Apex Depositions: When Litigants Can Depose the CEO and How Companies Resist: the doctrine behind each template.
• Preparing and Defending a Rule 30(b)(6) Deposition: the designee alternative offered in Templates 7 and 9.
• Protective Orders, Confidentiality Designations, and Sealing: Secrecy and Its Limits in Federal Court: the Rule 26(c) framework.
• Rule 45 Subpoenas to Nonparties: Service, Objections, and Motions to Quash: adapting Template 7 for former or nonparty executives.
• Interlocutory Appeals and Mandamus: Getting Appellate Review Before Final Judgment: the background for Templates 11 and 12.

Related Guides

• Seeking or Opposing an Apex Deposition: A Practical Guide: when and how to use each template, step by step.
• Obtaining and Defending a Protective Order: A Practical Guide: protective order practice generally.
• Cross-Examining an Adverse Witness at Deposition: A Practical Guide: building the record for Template 8.
• Taking and Defending a Remote Deposition: A Practical Guide: running the remote deposition the order allows.

Related Checklists

• Apex Deposition Checklist: A Practical Checklist: the tasks these templates serve.
• Defending a Deposition Checklist: A Practical Checklist: the defender's tasks at the deposition.
• Remote Deposition Checklist: A Practical Checklist: remote setup for Template 13.
• Litigation Hold and Evidence Preservation Checklist: A Practical Checklist: the hold referenced in Template 4.

Related Toolkits

• Deposition Practice Toolkit: Taking, Defending, and Using Depositions in Federal Litigation: general deposition forms.
• Discovery Enforcement Toolkit: Deficiency Letters, Meet-and-Confer Records, and Rule 37 Motions: enforcing the alternatives in Template 2.
• Remote Deposition Toolkit: Stipulated Protocols, Exhibit Plans, and Technology Scripts: protocols to attach to Templates 9 and 10.
• Cross-Examination Toolkit: Chapter Outlines, Impeachment Sequences, and Reptile Defense Scripts: outlines for Template 14.
• Confidentiality Toolkit: Protective Orders, Designation Challenges, and Sealing Motions: confidentiality provisions for Template 10.
• Interlocutory Review Toolkit: 1292(b) Certifications, Rule 54(b) Judgments, and Mandamus Petitions: full mandamus petition forms for Template 12.