Section 15 of the Securities Act of 1933 imposes liability on control persons for violations of Sections 11 and 12 of that act. Section 25504 of the California Corporations Code imposes liability on persons who control persons liable under either...
Recent Posts
This weekend, I watched the Oregon Shakespeare Festival's production of King Lear in beautiful Ashland, Oregon. Thus, my thoughts are on the Bard today. It turns out that the play is no stranger to several recent California opinions.
In this November of 2010 post, I considered whether venue selection agreements are valid in California. I noted that the California Supreme Court had held that venue selection provisions are void. General Acceptance Corp. v. Robinson, 207 Cal. 285,...
Last week, I was in Washington D.C. where I served as the moderator of a panel discussion on current securities law issues for small business. As part of my presentation, I discussed the following list of securities transactions that have not been...
California's Statutory Prohibition on Forced Patronage
In Delaware Court of Chancery “Overrules” Federal Court, I discussed Vice Chancellor J. Travis Laster's opinion in Louisiana Municipal Police Employees’ Retirement System v. Pyott, C.A. No. 5795-VCL (Del. Ch. June 11, 2012). In that opinion, the...
According to the California Franchise Tax Board, a limited liability company classified as a partnership must do all of the following:
In late February, Senator Jerry Hill introduced a bill, SB 538, to substantially amend the Franchise Investment Law. A few days later, the bill was read for the first time and set for hearing by the Senate Banking and Financial Institutions Committee
Late last month, the Nevada Committee on Judiciary introduced a bill that would, among numerous other things, authorize forum selection provisions in corporate and other Nevada entity charters. If SB 441 is enacted, a management person or owner of...
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