California Corporate & Securities Law

In May, I wrote about a rare bird - a request by a legislative committee for priority review of a regulation by the Office of Administrative Law.  See "Not As Rare As An Ivory-Billed Woodpecker, But Still A Rara Avis". Recently, the OAL completed its...

The Eighteenth Century French journalist, Antoine de Rivarol wrote "Ce qui n'est pas clair n'est pas français (what is not clear is not French)".  The same might be said of regulations under California's Administrative Procedure Act. 

Last August, there was a brouhaha about the Securities and Exchange Commission's document destruction procedures.  See "This Time, Record Destruction Claims Are Aimed At The SEC". For the SEC and other federal agencies, the Federal Records Act of...

In a forthcoming paper to be published in the Delaware Journal of Corporate Law, former SEC Commissioner Joseph A. Grundfest concludes that the forum selection is a peculiarly California-Delaware pas de deux:

Although California's General Corporation Law is frequently criticized as overly restrictive, it does have one virtue. It is rationally organized. Thus, it begins with a long series of defined terms, starting with "acknowledged" and ending with...

Last Friday, Sacramento Superior Court Judge Michael P. Kenny ruled on demurrers to a petition for a writ of mandamus filed against the Board of Administration of the California Public Employees Retirement System, California Prison Healthcare...

In this March post, I wrote about the problem of indeterminacy created by the legislature's use of the word "includes" in defining terms in the General Corporation Law. "Includes" is usually interpreted in statutes and rules as a term of...

Almost There

The California legislature is taking its summer recess and will reconvene on August 6. Joint Rule 51(b)(2). It will then sit until August 31 which is the last day for either the Senate or the Assembly to pass bills. Cal. Const. Art. IV, §10(c) and...