Keith Paul Bishop

Keith Paul Bishop

Keith Bishop works with privately-held and publicly-traded companies on federal and state corporate and securities transactions, compliance, and governance matters. He is highly-regarded for his in-depth knowledge of the distinctive corporate and regulatory requirements faced by corporations in the state of California. While many law firms have a great deal of expertise in federal or Delaware corporate law, Keith’s specific focus on California corporate and securities law is uncommon. A former California state regulator of securities and financial institutions, Keith has decades of experience navigating the regulatory-intensive state’s rules. For companies with substantial operations in California but incorporated elsewhere, Keith is an exceptional resource. He is frequently called in to help with issues arising under California’s “blue sky” and lender laws. An avid writer, Keith’s blog, www.calcorporatelaw.com, covers a diverse collection of California corporate and securities law issues and has served as a valued resource for other attorneys, business executives, judges, and media, nationwide.

Recent Posts

"Great Caesar's Ghost!" SOS Battles Backlog With 3 x 5 Cards

As part of the state budget process, state agencies must appear and testify before legislative budget committees. I recall some stressful moments testifying on the Corporations Committee Budget before a budget committee chaired by then Senator Steve...

Can A Security Be Oral?

Yesterday's post identified some of the differences between the lists of securities in the California Corporate Securities Law and the federal Securities Act of 1933. One difference that I did not mention was California's explicit statement that all...

"Security" Definitions In CSL And '33 Act - Similar But Not The Same

Both the California legislature and the U.S. Congress have enacted extensional definitions of "security" - that is Section 25019 of the Corporate Securities Law of 1968 and Section 2(a)(1) of the Securities Act each provides a list of what...

Legislator Fires Broadside At Franchisors

California has not one, but two franchise laws.  The Franchise Investment Law ("FIL"), Corporations Code Section 31000 et seq., is administered and enforced by the the Commissioner of Corporations. The Franchise Relations Act ("FRA") is located in...

Are Political Contributions Ultra Vires?

It's been three years, but the Supreme Court's decision in Citizens United v. Federal Election Comm'n, 558 US 50 (2010) continues to foment a fierce debate about corporate political spending. In February, Representative Adam Schiff of California...

How Much Would You Charge For A Rule 144 Opinion?

Yesterday, the Securities and Exchange Commission announced that it had filed a civil complaint against a California lawyer for "churning out baseless legal opinion letters for penny stocks through his website without researching and evaluating the...

Does California Really Limit Sellers To Not More Than 10 Sales In A 12 Month Period?

The Mentor Blog this week noted the publication of a recent study of Blue Sky exemptions covering private resales.  The study was prepared by SecondMarket, which describes itself as an "online marketplace for illiquid assets". The study was submitted...

Like Elmer Gantry, Supreme Court Breathes New Life Into Revivals

The state, of course, likes to see corporations pay their taxes. When a corporation fails to do so, "the corporate powers, rights and privileges of a domestic taxpayer may be suspended, and the exercise of the corporate powers, rights, and...

Wager, Insurance, Bucketing or Swap?

In yesterday's post, I mentioned Professor Joan Heminway's recent essay on crowd funding. She notes that some crowd funding arrangements may "may look less like investment instruments commonly known as common stock or debentures, and more like...