Section 317(e) of the California Corporations Code provides that indemnification may be authorized in four different ways. Today's blog concerns the second. Under Section 317(e)(2), an "independent legal counsel" may authorize indemnification in a...
In 2018, California became the first state to require publicly held corporations with their principal executive offices in the state to have a minimum number of female directors. Following this groundbreaking, and perhaps unconstitutional, law,...
Last Friday, the Sixth District Court of Appeal held that a corporation's recording of a an abstract of judgment while suspended was a procedural matter that was retroactively validated when its corporate powers were restored. Longview Int'l v....
When the Nevada legislature enacted the state's limited-liability company act, it did not prescribe the fiduciary duties, if any, owed by managers. As I observed:
"Thus, the legislature has left it for the courts to decide what, if any, default...
As mentioned in yesterday's post, Nevada recently enacted a bill making several changes to its corporation and limited-liability company laws. One of these changes was to the quorum requirement for stockholder meetings in NRS 78.320(1)(a):
"Unless...
Today is the 115th day of the 80th Session of the Nevada legislature, meaning that this session will end in just 5 days on Monday, June 3. Corporate practitioners, however, will not have to wait until next week for the denouement. Earlier this...
The California Revised Uniform Limited Liability Company Act defines "person" to mean, among other things a "trust, a trustee of a trust, including, but not limited to, a trust described under Division 9 (commencing with Section 15000) of the...
Today's post continues my discussion of the Court of Appeal's holding in Han v. Hallberg, 2019 Cal. App. LEXIS 475 that a trust is a person that may be a partner under the California Uniform Partnership Act. As I noted yesterday, the Court of...
Yesterday's post discussed Justice Grimes' opinion that while a trust must always act through a trustee, a trust is a "person" that may associate in a partnership under the California Uniform Partnership Act of 1994 (Cal. Corp. Code § 26200 et seq....
The California Supreme Court has written that a "trust is a fiduciary relationship with respect to property in which the person holding legal title to the property--the trustee--has an equitable obligation to manage the property
for the benefit of...
Keith Paul Bishop
