California Corporate & Securities Law

California Labor Code Section 1102.5 protects employees from certain retaliatory acts by their employers.  Subdivision (b) of the statute provides:

California's existing board gender quota law (Cal. Corp. Code §§ 301.3 and 2115.5) is based on an individual's self identification as a woman, without regard to that individual's designated sex at birth. AB 979, which would impose additional quotas...

"It was that population that gave to California a name for getting up astounding enterprises and rushing them through with a magnificent dash and daring and a recklessness of cost or consequences, which she bears unto this day — and when she...

AB 979 would require publicly held corporations with their principal executive offices in California to have minimum number of directors from underrepresented communities. If Governor Newsom signs the bill into law, corporations that attempt to...

In 2018, California enacted SB 1235 (2018 Cal. Stats. ch. 1011) requiring providers of commercial financing to disclose certain information to the businesses seeking financing. The Commissioner of Business Oversight last week proposed rules...

The federal proxy rules, with certain exceptions, apply to solicitations of proxies with respect to securities registered under Section 12 of the Securities and Exchange Act of 1934. Very few California corporations, however, need concern themselves...

Nine years ago, I wrote about various provisions of the California Corporations Code concerning unincorporated associations.  See Thinking About Joining A Club? You May Want To Consider These Corporations Code Provisions First.  Yesterday, a...

In the wake of the U.S. Supreme Court's decision in Cyan Inc. v. Beaver Co. Employees Retirement Fund, 138 S. Ct. 1061 (2018) and the Delaware Supreme Court's subsequent holding Salzberg v. Sciabacucchi, 227 A.3d 102 (2020), many Delaware...

For most of the 20th Century, the state agency charged with the administration and enforcement of California's securities laws was known as the Department of Corporations. In 2012, then Governor Jerry Brown proposed a plan of reorganization, which I...