California Corporate & Securities Law

The U.S. Supreme Court's denial of review in U.S. v. Newman, 773 F.3d 438 (2014) yesterday inspired the following very short tale:

In July 2010, Congress ordered the Securities and Exchange Commission to adopt a resource extraction rule within 270 days (i.e., by April 17, 2011). The SEC missed that deadline by 1 year, 4 months and 2 days (or a total of 490 days). In 2013,...

Yesterday, UCLA Law School Professor Stephen Bainbridge noted the publication of a recent study that reaches some devastating conclusions for public pension funds.  The study by Professor Tracie Woidtke at the University of Tennessee found that...

I have frequently commented on the fact that many so-called "investor protections" have the unintended consequence of increasing the risk of investor losses. One example is limitations on resales. An illiquid security presents greater risk than a...

Earlier this month, California's Secretary of State announced that the proponent of a California nationhood proposal may circulate the initiative for signature. The proponent must secure the signatures of 365,880 registered voters (five percent of...

As discussed in yesterday's post, the Securities and Exchange Commission has proposed that persons involved in administrative proceedings be required to submit all documents and other items electronically. Under the SEC's proposal, parties would be...

Last week, the Securities and Exchange Commission proposed that persons involved in administrative proceedings be required to submit all documents and other items electronically. The SEC is proposing these rules as part of its effort to create a...

Section 145(k) of the Delaware General Corporation Law is quite clear and emphatic about which court may hear actions for indemnification or advancement of expenses:

The Securities and Exchange Commission's proposed rules setting listing standards for recovery of erroneously awarded compensation would allow exchanges to permit foreign private issuers to forgo recovery as impracticable if the recovery of...