California Corporate & Securities Law

Transfer agents provide a number of crucial services, primarily for publicly traded companies. Among other responsibilities, they maintain ownership records, record security transfers, issue and cancel certificates and distribute dividends. Since...

On Tuesday, the Deal Professor (aka Berkeley Law School Professor Steven Davidoff Solomon) wrote an interesting column for The New York Times' Dealb%k.  According to the Professor, California is the headquarters state for 20% of all companies with...

Can limited partnerships have officers?  In many cases, individuals with officer titles will actually be officers of the general partner.  My question is whether a limited partnership itself may have officers.

Mobile West LLC v. City & County of San Francisco, 2016 Cal. App. LEXIS 769 (1st Dist. Sept. 15, 2016) is not the kind of case that I typically write about in this blog. After all, it has nothing to do with corporate, securities or limited liability...

I have previously commented on the phenomenon of what I call the "tweener" corporation.  See Will The Rise Of Tweener Corporations Increase Focus On California’s Annual Report Statute? These are corporations that are not quite private and not quite...

Stockholders in closely held corporations often operate their companies as if they were partnerships.  Does that mean that the stockholders, like partners, owe fiduciary duties to each other?

Earlier this week, the Securities and Exchange Commission announced that a self-styled "stock trading whiz kid" and his Los Angeles, California company have agreed to pay $1.5 million to settle a complaint for violations of Rule 10b-5. There is an...

State securities regulators serve an important local enforcement function.  In fact, state securities regulation precedes federal regulation by more than two decades.  The North American Securities Administrators Association is an association of...

Readers familiar with the Nicene Creed will instantly recognize the phrase "begotten, not made". I won't wade into the theological meaning of this phrase, but I cite it as an example of the importance that can be attached to the seemingly simple...