California Corporate & Securities Law

Yesterday, a division of the California Court of Appeal came to the rather surprising conclusion that an assignment of a contract deprived the assignor of the benefit of a contractual limitation on liability.  Gietzen v. Covenant Re Management, Inc., 

National securities exchanges are registered with the Securities and Exchange Commission under Section 6(a) of the Securities Exchange Act of 1934. Before there was an SEC or an Exchange Act, the United States was populated with local stock...

Professor Ann Lipton at Tulane University Law School has noted a slew of forthcoming papers concerning the internal affairs doctrine in light of Vice Chancellor Laster's holding in Sciabacucchi v. Salzberg, 2018 Del. Ch. LEXIS 578, and California's...

Yesterday, the Nevada Supreme Court issued its opinion in In re Discipline of James A. Colin, 135 Nev. Adv. 43 (2019). As the name of the case suggests, the opinion involved a question of attorney discipline. Although this isn't a regular subject...

Last January, I wrote about Senator Robert Hertzberg's introduction of a bill, SB 51, that would authorize the licensing and regulation of cannabis limited charter banks and credit unions under the oversight of the Commissioner of Business...

The idea of putting the cart before the horse is not new.  The Second Century C.E. writer Lucian of Samosata used the phrase in his Dialogues of the Dead ("ἡ ἅμαξα τὸν βοῦν"). Although the phrase is now a cliché, it was all that came to mind when...

According to federal law, today is Constitution and Citizenship Day.  Congress has helpfully codified the purpose of the day as follows:

Dean Joshua Fershee at Creighton University School of Law has had a habit of pointing out judicial confusion of limited liability companies and corporations.  See LLCs Still Not Corporations, Even In Class Action Settlements. Recently, I came across...

California has codified the so-called "equal dignity" rule for agents in Civil Code Section 2309 which provides: