California Corporate & Securities Law

Yesterday, Governor Gavin Newsom signed AB 979 into law.  The new law will apply to publicly held corporations having their principal executive offices in California to have specified numbers of directors from "underrepresented communities".  The law...

As has been previously noted, California's Governor recently signed  AB 1864 (2020 Cal. Stats. Ch. 157) into law (aka the "California Consumer Financial Protection Law"). Broadly speaking, this new law will bestow new regulatory authority on the...

The dernier cri of corporate governance is "stakeholder capitalism", but this begs the question of what makes someone or something a "stakeholder". Originally, the term referred to the person with whom, or on which, bets (the "stakes") were...

It is now official.  Governor Newsom has signed AB 1864. 

"Cryptocurrency" is a hybrid word form from the Greek adjective, κρυπτός, meaning hidden, and the Latin participle, currens, mean running or flowing.  The word "currency" is also derived from currens, perhaps based on the idea that money flows from...

When you indorse a check or stock certificate, you typically sign it on the back.  That makes etymological sense because "indorse" is derived from the Latin preposition in, meaning on, and dorsum, meaning back. 

Although the members of a limited liability may file a derivative action, the right of action belongs to the LLC and not to the members themselves.  This fundamental principle had real consequences for the plaintiffs in Heshejin v. Rostami, 2020 Cal....

Broker non-votes can be a source of confusion for those not familiar with how shares of public companies are typically held and stock exchange rules. A broker non-vote occurs when a broker does not receive voting instructions from its client and...

One of the first registered public offerings that I worked on was for a small technology company. The lead underwriter was a regional investment banking firm. Although he had considerably more experience in securities law than me, the underwriters'...