California's Inept Attempt To Define Who Is A "Founding Team Member"

Last week, I reported that Governor Newsom had signed SB 54 (Skinner) even while acknowledging in his signing message that it contained "problematic provisions". SB 54 requires "venture capital companies", as defined, to disclose specific...

A Form D Is Not A Registration Statement And Why It Might Matter

Securities law practitioners know that Section 5(a) of the Securities Act of 1933 generally makes it unlawful to sell a security unless a registration statement is in effect, or the security or the transaction is exempt. Regulation D is a series of...

After Vetoing Earlier Bill, Governor Signs Digital Financial Asset Bill

A year ago, Governor Newsom vetoed a bill, AB 2269, which would have established a Digital Financial Assets Law.  At the time, the Governor claimed that it was "premature to lock a licensing structure in statute". What a difference a 12 months make....

Governor Signs Bill Prohibiting Any Grocery Store Purchases Without Prior Written Notice To The Attorney General

Anyone planning to buy a loaf of bread or head of lettuce next year will need to plan ahead.  Last weekend, Governor Newsom signed AB 853 into law.  This bill provides that "[n]o person shall acquire, directly or indirectly, any . . . assets of a...

California Legislation Will Make It More Costly For Those Doing Business With Those Doing Business In California

Many law firms have been issuing alerts of late discussing the enactment of The Climate Corporate Data Accountability Act (SB 253). As enacted, this act will require, among other things, "reporting entities" to disclose Scope 1, 2 & 3 greenhouse gas...

California Enacts Law Mandating Climate-Related Financial Risk Reporting

This February post noted the introduction of SB 261 which aimed at imposing climate-related financial risk reporting. In the ensuing months, the bill was amended seven times and garnered numerous supporters and opponents. On Saturday, Governor...

Despite Admittedly "Problematic Provisions" Governor Newsom Signs Venture Capital Disclosure Bill

Venture capital investment has been instrumental in the creation of numerous high tech businesses that have quite literally changed the world. There is no gainsaying the importance of venture capital firms to California. Therefore, one might expect...

What Does California's Real Estate Law Have Against Limited Liability Companies?

The California Real Estate Law is decidedly standoffish when it comes to limited liability companies. While it allows corporations to be licensed as real estate brokers, it makes not such allowance for limited liability companies. This aversion to...

Whom Should The Law Protect - The Borrower/Issuer Or Lender/Purchaser?

The many California laws are intended to protect borrowers.  The California Financing Law, for example, provides that it is to be liberally construed to, among other things, "protect borrowers against unfair practices by some lenders, having due...