California Corporate & Securities Law

Section 316(a) of the California Corporations Code imposes joint and several liability on directors who approve any of the following actions:

Readers will know that I have been a frequent critic of California's Revised Uniform Limited Liability Company Act, Cal. Corp. Code § 17701.01 et seq. In many cases, it is simply hard to believe that the legislature really intended what it enacted. ...

A year ago, I addressed the effective date of California legislative bills in this post. In California, the people can also exercise legislative power through two different mechanisms - the initiative and the referendum. In fact, the California...

Not quite a year ago, I wrote:

Many are speculating on the future of federal securities regulation as a result of the election of Donald J. Trump and the concomitant Republican control of both houses of Congress. Broc Romanek, for example, asks whether Michael S. Piwowar will...

On Wednesday, June 16, 1858, delegates of the Republican State Convention of Illinois gathered in Representatives' Hall in Springfield.  At about 5:00 p.m., delegate Charles L. Wilson submitted the following resolution:

In recognition of today's election, today's post is about polls, poles and Poles.

Last week, I wrote that the Securities and Exchange Commission is sending letters to registrants requesting information about compliance with Regulation G and Item 10(e) of Regulation S-K. These letters request issuers to voluntarily provide...

Consider the following fact pattern: