California Corporate & Securities Law

California banned loans to directors and officers decades before Congress thought of doing so as part of the Sarbanes-Oxley Act of 2002. Current Corporations Code Section 315 prohibits corporations (defined in Section 162) from making loans of money...

The California Finance Lenders Law defines a "finance lender" as anyone that is engaged in the business of making consumer loans or making commercial loans. Cal. Fin. Code § 22009. Knowing the definition of "finance lender" is important because...

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...