California Insurance Code Section 553.5(b) prohibits insurers from providing a defense for certain types of claims, including criminal claims. Does statute preclude a defense for all criminal claims or just some? In Mt. Hawley Ins. Co. v. Lopez, ...
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In a 108-page post-trial order issued a few weeks ago, Vice Chancellor Leo E. Strine, Jr. dealt a major blow to the California Public Employees Retirement System (CalPERS), Senior Housing Capital, LLC v. SHP Senior Housing Fund LLC, C.A. No. 4586-CS...
Once upon a time, an independent accounting firm learned from a law enforcement source that its publicly traded client and two of its directors had committed illegal acts of a serious nature. The accounting firm contacts the source who advises...
Corporations Code Section 25401 is the general anti-fraud provision of the Corporate Securities Law of 1968. Section 25504.1 makes a person jointly and severally liable for a violation of Section 25401 if that person "materially assist in [the]...
Corporations Code Section 313 generally provides that in the absence of actual knowledge of lack of authority, a contract executed by a corporation is not invalidated by any lack of authority of the signing officers provided the contract has been...
The California General Corporation Law has imposes a single qualification to serve as a director - the person must be a "natural person". Cal. Corp. Code § 164. Nevada's for-profit corporation law adds the additional requirement that a director must...
The Financial Industry Regulatory Authority, more commonly known as FINRA, has adopted a Code of Arbitration for Customer Disputes (FINRA has a separate code for industry disputes). Under FINRA's Customer Code, a claim by or against an inactive...
When I joined the Department of Corporations, it had no website. I remember reviewing possible designs for a site. Now, it seems hard to imagine that there was a time when state agencies didn't have websites. Today, the Department's website is a...
The California Corporations Code endows corporations with certain rights, including the right to "adopt, use and alter" a seal. Cal. Corp. Code § 207(a). The Corporations Code does not define a "seal" but the Code of Civil Procedure does. Under...
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