Keith Paul Bishop

Keith Paul Bishop

Keith Bishop works with privately-held and publicly-traded companies on federal and state corporate and securities transactions, compliance, and governance matters. He is highly-regarded for his in-depth knowledge of the distinctive corporate and regulatory requirements faced by corporations in the state of California. While many law firms have a great deal of expertise in federal or Delaware corporate law, Keith’s specific focus on California corporate and securities law is uncommon. A former California state regulator of securities and financial institutions, Keith has decades of experience navigating the regulatory-intensive state’s rules. For companies with substantial operations in California but incorporated elsewhere, Keith is an exceptional resource. He is frequently called in to help with issues arising under California’s “blue sky” and lender laws. An avid writer, Keith’s blog, www.calcorporatelaw.com, covers a diverse collection of California corporate and securities law issues and has served as a valued resource for other attorneys, business executives, judges, and media, nationwide.

Recent Posts

By Law, Everything Is Possible In California

The California Civil Code includes a number of decidedly gnomic provisions.  Section 1597 is one of these.  It purports to answer the question of what is possible:

California Fingers Digital Financial Asset Businesses For Licensing

Last week, Assembly Member Grayson gutted and amended AB 2269 so as to create a "Digital Financial Assets Law". This law would require persons engaging in digital financial asset business activity to be licensed or registered with the California...

Legislators Left In Dark About Constitutional Concerns When Voting On Greenhouse Gas Emissions Disclosure Bill

Last year, I reported on a California bill that would require large companies to report annually on their greenhouse gas emissions.  Since then, the bill, SB 260, has been working its way through the legislature. Earlier this year, the bill was voted...

SEC Reopens Comment Period On Deeply Flawed Proposed Claw-Back Rules

Seven years ago, the Securities and Exchange Commission proposed rules that would direct the national securities exchanges and national securities associations to establish listing standards that would require each issuer to develop and implement a...

OAL Approves DFPI Commercial Financing Disclosure Rules - But Who Got Stuck With The Check?

Yesterday, the California Office of Administrative Law approved the Department of Financial Protection and Innovation’s (DFPI) proposed commercial financing disclosure regulations.  The DFPI adopted these regulations pursuant to SB 1235 (Glazer),...

Due Process No Bar To Alter Ego Action

In a decision published on Wednesday, the California Court of Appeal held that a defendant's due process rights do not protect the sole shareholder of a corporation from an alter ego action.  Lopez v. Escamilla, Cal. Ct. Appeal Case No. B316800 (June...

OAL May Soon Decide Fate Of California's Proposed Commercial Financing Rules

In September 2018, then Governor Jerry Brown signed SB 1235 into law.  SB 1235 added a new division to the Financial Code imposing specific loan disclosure requirements on providers of commercial financings.  These disclosures include:

This California LLC Statute Entirely Bungles The Internal Affairs Doctrine

At first glance, California Corporations Code Section 17708.01(a) appears to be a rather straightforward enunciation of the "internal affairs doctrine" as applied to foreign limited liability companies:

This California Statute Deems Directors To Be Omniscient

California Corporations Code Section 22003 effectively deems directors to be all-knowing: