California Corporate & Securities Law

Yesterday, I took note of a recently introduced Nevada bill, AB 304, that would, among other things, allow a Nevada corporation to impose liability on a stockholder for attorney's fees and costs in connection with an "unsuccessful internal corporate...

In 2017, Nevada codified the internal affairs doctrine by enacting NRS 78.012:

Jarvis Properties is a limited partnership with two general partners. As fate would have it, the two general partners are brothers and each brother holds a 50% interest in the partnership. When one brother, James, sued for partition, the other...

California requires that the articles of organization of a limited liability company include the name and street address of the initial agent for service of process.  Cal. Corp. Code § 17702.01(b)(4).  In a recent ruling, Chief District Court Judge ...

Professor Joshua Fershee continues to chide courts for "careless language related to limited liability companies (LLCs)".  His post on the Business Law Prof Blog notes and quotes a ruling from the Northern District of Illinois - Clayborn v. Walter...

Today is, of course, the Ides of March. The word "ides" is derived from the Latin word for the 15th of the month in March, May, July and October and the 13th in the other months. The Latin word is derived from the still older Etruscan word meaning...

Yesterday, I wrote about legislation that would authorize local governments to form their own local or regional public banks.  Senator Ben Hueso has a somewhat different idea.  He has introduced a bill, SB 528, that would establish the California...

On Monday, California Assemblymembers Miguel Santiago and David Chiu announced that they intend to author a bill that would allow local governments to form their own local or regional public banks. The announcement refers to AB 857, but that bill...

Mr. Clapper is a California resident and the President, Chairman, and controlling shareholder of ScanX, a Delaware corporation with its principal place of business in California. Mr. Carlson and Carlson Produce, LLC, an Illinois limited liability...