Delaware lawyers undoubtedly regard the Delaware Supreme Court's decision in VantagePoint v. Examen, Inc., 871 A. 2d 1108 (Del. 2005) as the last word on the internal affairs doctrine. In that case, the Delaware Supreme Court held that the internal...
Recent Posts
Many practitioners took note last spring when Vice Chancellor Laster wrote "if boards of directors and stockholders believe that a particular forum would provide an efficient and value-promoting locus for dispute resolution, then corporations are...
The California Office of Administrative Law issues three different publications that are easily confused. However, it is useful to know the differences.
I'm still cogitating on the Securities and Exchange Commission's definition of "venture capital fund" that it proposed last Friday in Release No. IA-3111. Here are some first impressions.
Today, the Securities and Exchange Commission proposed a definition of "venture capital fund" for purposes of the new exemption from investment adviser registration under the Investment Advisers Act of 1940. This new exemption was created by Section...
Yesterday, I wrote about a California State Board of Equalization regulation, 18 CCR § 1587, which solemnly declares that canaries are not food animals. I then recalled that Francois Mitterand's last meal was a small bird, the Ortolan Bunting, that...
In 2003, the Securities and Exchange Commission began requiring companies to disclose "any specific, minimum qualifications that the nominating committee believes must be met by a nominating committee-recommended nominee for a position on the...
I deal with regulations all day long. Most of them are absolutely somniferous. However, every once in a while I come across a regulation that is so unexpected that I can't help but wake up, rub my eyes and stare in wonderment.
Section 407 of the Dodd-Frank Wall Street Reform and Consumer Protection Act requires the Securities and Exchange Commission to issue rules defining "venture capital fund". As discussed in this earlier post, the definition is needed to implement the...
