California Corporate & Securities Law

California Secretary of State Alex Padilla wants to help entrepreneurs in California by launching a new online business portal.  According to Secretary of State's press release, the new portal, coined "Cannabizfile", provides useful information about...

I don't hear many securities lawyers talking about "ecosystems". Indeed, I think of the word as being more the province of environmental lawyers. The word itself is an amalgamation of two Greek words - οἶκος, meaning house, and σύστημα, meaning a...

James D.C. Barrall recently published a listing of ten consensuses on CEO pay ratio planning.  He begins with the following:

Yesterday's post chided Glass, Lewis & Co., LLC for its inconsistent positions on majority rule.  Today's post tackles a foolish inconsistency in the California Codes.  Section 25217(c) of the California Corporations Code provides:

Ralph Waldo Emerson famously derided a foolish consistency, famously writing in his essay, Self-Reliance:

An employment agreement is one thing and an operating agreement quite another.  In ITV Gurney Holding Inc. v. Gurney, Cal. Ct. Appeal Case No. B281694, the board of a limited liability company fired two employees who were also managers. The two...

Last month, the Securities and Exchange Commission issued this public statement warning about touting of securities by celebrities:

As a child, I was always puzzled when I saw a Grange Hall.  Was Grange a misspelling of "range"?  If not, what was a "grange"?  Only later did I learn that "grange" was derived from the Latin word, granum, meaning a seed. The word forms part of the...

This post on the Harvard Law School Forum on Corporate Governance and Financial Regulation discusses Vice Chancellor J. Travis Laster's recent decision in Wilkinson v. A. Schulman, Inc., 2017 Del. Ch. LEXIS 798. The case involved a stockholder's...