California Corporate & Securities Law

A dividend involves three steps. First, the dividend is declared by the board of directors, second a record date is determined by the board (or by corporate law), and lastly the dividend is paid. Occasionally, the question arises whether a board may...

California's statutes requiring that publicly held corporations have a minimum number of female directors and directors from "underrepresented communities" rely upon the individual's self identification. Cal. Corp. Code §§ 301.3(f)(1) & 301.4(e)(1)....

One of the many inconveniences imposed by the Covid-19 pandemic has been the difficulty in obtaining notarization of documents. Yesterday, Secretary of State Dr. Shirley N. Weber held a Zoom hearing to discuss whether remote notarization should be...

In 2006, the California legislature reestablished the requirement that certain state agencies designate a small business liaison.  Cal. Gov't Code § 11148.5 added by Cal. Stats. 2006, Ch. 234. A state agency is subject to this requirement if it...

California's Corporate Securities Law of 1968 makes offers it unlawful for any person to offer or sell a security in any nonissuer transaction unless it is qualified or exempt (or not subject to) qualification. Cal. Corp. Code § 25130. Transaction...

Section 189 of the California General Corporation Law defines "subsidiary" as follows:

Lawyers deal with the law every day, but seldom pause to ask the existential question - What is law?   Conveniently, the California legislature has provided some definitions.  Section 22 of the Civil Code defines "law" in decidedly magisterial terms:

Today, the Nevada Assembly Judiciary Committee is holding a hearing on SB No. 95, a bill that would make numerous changes to Nevada's business entity statutes. One change would be to amend NRS 78.046 to authorize the articles of incorporation or...

Section 2117 of the California Corporations Code requires every foreign corporation (other than a foreign association) that is qualified to transact intrastate business to file a statement of information. The initial statement of information is due...