California Corporate & Securities Law

Last week, the Securities and Exchange Commission announced charges against an attorney who was allegedly involved in the filing of false registration statements.  The SEC's order instituting proceedings alleges that the attorney provided opinion...

Yesterday, Broc Romanek posted on SEC Chair Mary Jo White's Friday surprise with respect the no-action letter request submitted by Whole Foods Market, Inc.  Readers may recall that in December Whole Foods had obtained the staff's concurrence in...

In a recently filed Form 8-K, an international money transmitter, Xoom Corporation, reported that been the victim of a criminal fraud.  This was no small heist.  According to company, over $30 million had been transferred to overseas bank accounts:

Not too long ago, I wrote about the Shareholder Rights Project (SRP) at Harvard Law School, noting that the SRP's website and correspondence to the Securities and Exchange Commission explicitly stated that the SRP was "representing and advising"...

Yesterday's post mentioned the recent Delaware Supreme Court decision in United Techs. Corp. v. Treppel, 2014 Del. LEXIS 608 (Del. Dec. 23, 2014). The case involved an inspection demand under Section 220 of the Delaware General Corporation Law. The...

In United Techs. Corp. v. Treppel, 2014 Del. LEXIS 608 (Del. Dec. 23, 2014), the Delaware Supreme Court held that the Court of Chancery had authority to condition a stockholder's inspection under Section 220 of the Delaware General Corporation Law...

In This “Appeal” Of Whole Foods’ No-Action Letter Isn’t Very Appealing, I wrote about Jim McRitchie's attempt to "appeal" the staff's decision with respect to the exclusion of his proxy access proposal to Whole Foods Market, Inc. The staff had...

This year marks the 800th anniversary of King John of England's sealing of the Magna Carta at the field of Runnymede. Readers may remember that King John was the youngest brother of the more celebrated Richard Coeur de Lion (the "Lion Heart"). King...

I continue to be shocked at CalPERS' vitriolic approach towards the press.  In the last 12 months, CalPERS has taken on The Wall Street Journal, Fox News, several California metropolitan newspapers, several local newspapers, and bloggers. According...