One difficulty of answering the question of whether a general counsel is a corporate officer is that the California General Corporation Law does not define "officer". Corporations Code Section 312(a) requires a corporation to have "(1) a chairperson...
Recent Posts
To every member of a limited liability company who is a natural person, death will come "soon or late". The California Revised Uniform Limited Liability Company Act provides that an individual dissociates as a member when that person dies. Cal....
Last year, Vice Chancellor J. Travis Laster's ruled that McDonald's Corporation's former Executive Vice President and Global ChiefPeople Officer, David Fairhurst, owed a duty of oversight comparable to the duty articulated by Chancellor Allen in In...
A California corporation begins existence upon the filing of its articles of incorporation. Cal. Corp. Code § 200(c). The filing of initial articles of incorporation starts a 90 day clock on the filing of the newly hatched corporation's initial...
The Church of the Celestial Heart is a California nonprofit religious corporation seeks to import and use a sacramental tea. It so happens that this tea, which is also called Daime or ayahuasca, carries trace amounts of a Schedule I chemical. After...
Is the issuance of shares upon exercise of a stock option distinguishable from the issuance of the option? The answer under California's Corporate Securities Law of 1968 may surprise some. Corporations Code Section 25017 adopts a unified view of...
As the new year begins, businesses of all sizes will have to contend with the federal Corporate Transparency Act. The CTA is part of the 1,482 page William M. (Mac) Thornberry National Defense Authorization Act For Fiscal Year 2021 which Congress...
