California Corporate & Securities Law

Section 409 of the California Corporations Code authorizes a corporation to issue shares that are convertible "within the time or upon the happening of one or more specified events and upon the terms and conditions that are stated in the articles"...

On Monday, I wrote about California Government Code Section 8629 which provides:

Section 1800 of the California Corporations Code authorizes the filing of a verified complaint for the involuntary dissolution of a corporation for certain specified causes. As might be expected, the statute does not confer standing on just anyone....

On March 4, 2020, California's Governor Gavin Newsom proclaimed a "state of emergency" as a result of the outbreak of a respiratory illness in Wuhan City, Hubei Province, China. The term "state of emergency" is just one of three degrees of emergency...

The fiduciary exception to the attorney-client privilege holds that a fiduciary, such as a trustee of a trust, is disabled from asserting the privilege against beneficiaries on matters of trust administration. Nevada, like California, has codified...

Two weeks ago, I wrote about AB 3075 (Limón), a bill that would that would require a "filer" of articles of incorporation to attest under the penalty of perjury that the purpose of the corporation is lawful and that the filer is not an owner,...

Yesterday, the California Department of Business Oversight announced that it had "issued an investor advisory on exempt securities offerings, also known as 'private placements,' in light of the coronavirus pandemic." Actually, the release is an...

In February, I penned this post about some of Nevada's historic rural courthouses. Recently, I visited Goldfield, Nevada. Although Goldfield is the county seat of Esmeralda County, it has no gas station and no supermarket. Esmeralda County has a...