California Corporate & Securities Law

When I first started practicing law, the predominant exemption from qualification under the California Corporate Securities Law of 1968 was found in Corporations Code Section 25102(h). Although that exemption remains on the books, its popularity has...

Section 25102(f) is perhaps the most commonly used exemption from qualification under the California Corporate Securities Law of 1968.  Here are just a few of the questions that the Department of Business Oversight receives concerning the exemption:

It's not often that I wake to find the mountains behind my house covered with snow.  This gelid early morning scene reminded me of the first few lines of Horace's Ode 1.9:

Earlier this week, I wrote about Jim McRitchie's "appeal" of the SEC staff's decision to concur with the Whole Foods' exclusion of his shareholder proxy access proposal based on the inclusion of a company proposal.  Yesterday, Whole Foods filed its ...

California law provides that a domestic corporation that fails to pay certain taxes and penalties may have its corporate rights and privileges suspended. Cal. Rev. & Tax. Code § 23301. While suspended, a corporation may not prosecute or defend an...

Last week, James McRitchie submitted an "appeal" of the staff's grant of no-action advice to Whole Foods Market, Inc.  As explained in this post by Broc Romanek, Whole Foods was able to obtain that staff's concurrence in excluding Mr. McRitchie's...

Last week when I visited the Shareholder Rights Project's website, I noted that the SRP described itself as "representing and advising five institutional investors, four public pension funds and one foundation". Not being sure what this...

Yesterday, the Securities and Exchange Commission announced that it had "charged a California-based attorney and his wife with insider trading on confidential information obtained from a corporate client."  According to the SEC's complaint, the...

Professor (and former SEC Commissioner) Joseph A. Grundfest and incumbent SEC Commissioner Daniel M. Gallagher have certainly fomented a spirited donnybrook over the Shareholder Rights Project at Harvard.  As discussed in this post, they recently...