California Corporate & Securities Law

Like Agur, I find some things are beyond my ken.  It is, for example, beyond my understanding why the Securities and Exchange Commission thought it would be a good idea to use three different measures of time in Rule 144.   

When the legislature enacted the former Beverly-Killea Limited Liability Company Act in 1994 it included a levy on LLCs equal to specified dollar amounts based on the total income from all sources reportable to this state for the taxable year. In...

Section 1601(a) of the California Corporations Code currently subjects to shareholder inspection the "accounting books and records and minutes of proceedings of the shareholders and the board and committees of the board". Professor Marsh's treatise...

Yesterday's post told of Dick Plantagenet's "winter of discontent" when learned of Henry Tudor's demand to inspect the books, records, and minutes of his small Delaware corporation, Cwmni Cyfyngedig, Inc. ("CCL"). Henry based his demand on Section...

This not so fabulous fable is about a small Nevada corporation, Cwmni Cyfyngedig, Inc. ("CCL").  It is set in the not too distant future.

Two years ago, I wrote about Justice Mark B. Simons' opinion in Innes v. Diablo Controls, 248 Cal. App. 4th 139 (2016) that California's shareholder inspection statute does not require that the records be brought to this state for inspection. This...

Yesterday's post highlighted one company's confusion about the vote required for shareholder approval of an equity compensation plan under the California General Corporation Law. Because the GCL does not impose a specific requirement for shareholder...

I came across a recent preliminary proxy filing that described the vote required for approval of a new equity compensation plan as "the affirmative vote of a majority of the shares of common stock present and voting on the matter, provided that the...

California's default lender licensing law is the California Financing Law, a law which had until recently been known as the California Finance Lenders Law.  The CFL generally prohibits anyone from engaging in the business of a finance lender or...