California Corporate & Securities Law

When settling claims, California lawyers will typically include a waiver of Civil Code Section 1542. That statute generally provides that a general release does not extend to claims not known or suspected to exist at the time of executing the...

Old and In the Way?

NRS 628A.020 imposes a fiduciary duty on financial planners.  In 2017, the Nevada legislature enacted legislation prohibiting broker-dealers and sales representatives from violating the fiduciary duty imposed by NRS 628A.020. NRS 90.575(1). This same...

Several prior posts have discussed California's whistleblower protection statute - Labor Code Section 1102.5.  See Court Extends California Whistleblower Protection To Third Party Violations; Can A Whistleblower Disclose What Has Already Been...

Rule 506 is a non-exclusive safe harbor from the registration requirements of the Securities Act of 1933. If an offering meets the conditions of either Rule 506(b) or 506(c), it is deemed to not involve a public offering within the meaning of...

When disclosure is not mandated, companies must confront the question whether to disclose or not disclose. Some may hold that issuers minimize the risk of securities litigation by making early and voluntary disclosures. By doing so, they cabin a...

The 2014 Budget Act requires the Department of Business Oversight to provide a report on its broker-dealer/investment adviser program to the the Legislature and the Department of Finance by January 10 of each year. While not exactly scintillating...

One doesn't normally think of corporations as being agencies of the United States government. However, the California Corporations Code conclusively presumes that some corporations are agencies and instrumentalities of the United States. To qualify...

John Jenkins at TheCorporateCounsel.net writes this morning about the Securities and Exchange Commission's announcement that it has filed a civil complaint against nine defendants for hacking the EDGAR system.  The SEC's complaint alleges that these...