California Corporate & Securities Law

Under the Administrative Procedure Act, the Office of Administrative Law is responsible for the review of regulations promulgated by over 200 state agencies. In 2011, reportedly 103 different agencies proposed 467 new rules. If the OAL determines...

According to the website, the California Governor's Office of Business and Economic Development (GO-Biz) was created "to serve as California’s single point of contact for economic development and job creation efforts". While the site does provide...

The California Secretary of State has given notice of the following changes to business entity filings:

Earlier this month, the California Secretary of State warned of yet another phishing scam. Criminals typically phish by associating themselves with legitimate businesses. Their goal is to obtain personal information that can be used to steal your...

The California General Corporation Law authorizes board action by written consent. Cal. Corp. Law § 307(b). Sometimes, I've been asked about signing an email consent. Section 17 of the Corporations Code (which governs, but is not part of the General...

Article III, Section 3 of the California Constitution declares that the powers of state government are legislative, executive and judicial. Section 3 then explicitly provides that "Persons charged with the exercise of one power may not exercise...

Because the California Corporations Code requires that the business and affairs of a corporation be managed by or under the direction of its board of directors, any decision of whether a corporation should bring suit on behalf of the corporation is...

In notorious defiance of the California Constitution, the legislature in 2002 established the Victims of Corporate Fraud Compensation Fund.  See Victims of Corporate Fraud. The purpose of the fund is to provide "restitution to the victims of a...

Last August, the Department of Corporations approved the acquisition of Instagram, Inc. by Facebook, Inc. following a fairness hearing.  See DOC Calls It Fair.  According to this Los Angeles Times story by Salvador Rodriguez, Facebook officially...