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Business Professors Find "Large Negative Stock Market Reaction" To California's Board Quota Law

Three researchers (two at Clemson and one the University of Arizona) recently announced the results of their study of the impact of California's board gender quota law (SB 826) on publicly traded [sic] firms headquartered in California.  They found...

In This Case, The "Crux Of The Biscuit" Was The Missing Apostrophe

Consider the following provision of in a contract between a general contractor and a subcontractor:

"Ten percent (10%) of Subcontractor’s contract amount shall be withheld and will be released 35 days after completion of subcontractors work."



State Law And Shareholder Representatives

As noted yesterday, the Securities and Exchange Commission has proposed to amend Rule 14a-8 to modernize "the process for shareholder proposals to be included in a company’s proxy statement".  Among other things, the SEC is proposing  to amend the...

Corporate Governance, General Corporation Law

Did The SEC Misstate State Law In Proposing Changes To Shareholder Proposal Rule?

Yesterday, the Securities and Exchange Commission proposed amendments to Rule 14a-8, which requires companies subject to the federal proxy rules to include shareholder proposals in their proxy statements, subject to certain procedural and...

General Corporation Law

What Does The Governor's Proclamation Of Statewide Emergency Have To Do With the General Corporation Law?

Late last month, Governor Gavin Newsom declared a statewide emergency due to the effects of unprecedented high-wind events which have resulted in fires and evacuations across California.  The Governor's declaration has implications for California...

White House Orders Agencies To Offer Opinion Letters Or Does It?

Last month, the White House issued this fact sheet concerning two executive orders intended "to improve the transparency and fairness of government agencies and ensure that they are held accountable".  The fact sheet describes the "Transparency and...

Administrative Procedure Act

Court Finds Forum Selection Clause That Includes Jury Trial Waiver To Be Unenforceable

California courts will generally give effect to a mandatory forum selection clause unless enforcement would be unreasonable or unfair, and the party opposing enforcement of the clause ordinarily bears the burden of proving why it should not be...

Choice of Law/Conflict of Law

California Law Requires Banks To Disregard Notice of Adverse Claims To Accounts

In an all too familiar story, an insurance company's managing agent was tricked into transferring nearly $2 million into the fraudster's account at Wells Fargo Bank.  The plaintiffs then sued the bank alleging that after receiving actual knowledge...

Financial Institutions

Time Is Of The Essence Clause Does Not Necessarily Result In Breach For Late Performance

Rugger Investment Group LLC contracted to sell an airplane to Magic Carpet Ride, LLC (MCR).  Rugger deposited a lien release into escrow 8 days late.  MCR succeeded in obtaining summary judgment on its breach of contract claim.  The Court of Appeal...


Domicile And The CSL

The qualification requirement of the California Corporate Securities Law of 1968 applies to offers and sales of securities in this state.  Cal. Corp. Code § 25110.  An offer or sale is made "in this state" if any one or more of the following events...

Corporate Securities Law

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30172DBAB0084D3A8F39D7AF0A8E79BC.ashxKeith Paul Bishop
Partner at Allen Matkins
(949) 353-6328
 Contact me
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