California Corporate & Securities Law

In general, the date of filing an instrument under the General Corporation Law is the date on which it is received by the Secretary of State's office.  Cal. Corp. Code §110(a).  There are at least three exceptions to this rule. 

California's analog to the Freedom of Information Act is the Public Records Act, Government Code § 6250 et seq.  In enacting the the Public Records Act, the legislature quite properly found and declared that "access to information concerning the...

As someone who has been writing for decades about Nevada corporate law, it is has been refreshing to see so much academic interest in the state's corporate law.  Last year, Professor Michal Barzuza at the University of Virginia published Market...

Suppose you are a real estate developer with two buildings and you anticipate that investors in each building will have different investment objectives. If the buildings are placed in a single limited liability company, each building will be subject...

Directors With Super Powers

Previously, I've written about the constitutional problem arising from the legislature's attempt to bring all existing LLCs under the newly enacted Revised Uniform Limited Liability Company Act (aka RULLCA).  See California’s New LLC Act – Call Me...

In California, employees who blow the whistle are protected from retaliation by Labor Code § 1102.5(b) which provides:

As I discussed in this earlier post, “transacting intrastate business” is not the same as “doing business” in this state. Foreign corporations and limited liability companies must register with the Secretary of State if they transact intrastate...

In 628 in the Gurjar capital city of Bhillamala (now, Bhinmal, India), the mathemetician Brahmagupta set out to explain how zero and negatives numbers work.  In his book, Brahmasphutasiddhanta, he set forth the rule that the product of two negative...