California Corporate & Securities Law

Last week, I wrote about a recent Delaware case involving an attempt to enforce a non-compete provision in a limited liability company agreement.  Sunder Energy, LLC v. Jackson,2023 WL 8166517. The case was brought in the Delaware Court of Chancery...

Sunder Energy, LLC recently sought to enforce a non-compete agreement against its former head of sales in the Delaware Court of Chancery.  Sunder Energy, LLC v. Jackson, 2023 WL 8166517. Vice Chancellor J. Travis Laster denied Sunders' application...

In October, I reported on the Governor's signing of AB 39 which creates the Digital Financial Assets Law.   On or after July 1, 2025, the DFAL will prohibit a person from engaging in digital financial asset business activity without a license from...

When a California limited liability company files a certificate of cancellation its powers, rights, and privileges cease. Cal. Corp. Code § 17707.08(b)(2)(C). This seemingly would preclude any further activity by the LLC, including any further...

The California General Corporation Law provides that a California corporation that is dissolved continues to exist for the purpose of, among other things, defending actions against it. Cal. Corp. Code § 2010(a). This, of course, begs the question of...

The California General Corporation Law providers that the corporate existence begins upon filing of the articles. Cal. Corp. Code § 200(c). However, some California corporations have been birthed without the filing of articles. Perhaps the most...

In June of 2022, I reported on the adoption of commercial financial disclosure rules by the California Department of Financial Protection & Innovation. These rules were adopted pursuant legislation, SB 1235, that was enacted in 2018. In December of...

As a former teacher of Administrative Law, I am interested in a recent request to the California Attorney General for an opinion whether the California Office of Tax Appeals has the authority to declare regulations adopted by another state agency to...

In November 2018, the citizens of Mission Viejo elected three persons to the City Council for two-year terms of office, rather than four years as prescribed by California Government Code section 57377. This was done pursuant to the terms of a...