California Corporate & Securities Law

California Corporations Code Section 191(d) provides that a "foreign lending institution" will not be considered to be "doing, transacting or engaging in business" in California solely by reason of engaging in specified categories of activities....

Lately, I've had occasion to think about director qualifications. Section 212(b)(4) of the California Corporations Code permits the bylaws to to specify the qualifications of directors. In Section 141(b),the Delaware General Corporation Law...

Last week, the Nevada legislature passed what the Reno Gazette-Journal has branded as the state's "largest-ever tax increase".  Although the state's legislative website does not yet list the bill as having been approved by Governor Brian Sandoval,...

On Monday, I wrote about the upcoming 800th anniversary of the Magna Carta.  The California Assembly recently took note of the upcoming octocentennial and is considering adoption of a commemorative concurrent resolution.  The resolution, ACR 76,...

As noted by Broc Romanek, The Wall Street Journal yesterday announced:

Faithful readers of this blog will be familiar with the structure of the California Corporate Securities Law. Part 5 of the CSL (Cal. Corp. Code §§ 25400 - 25404) proscribes various conduct and Part 6 (Cal. Corp. Code §§ 25500 - 25510) establishes...

In this post published yesterday on The Harvard Law School Forum on Corporate Governance and Financial Regulation, Delaware lawyer A. Thompson Bayliss and Mark Mixon write that no pay provisions "could transform stockholder litigation without the...

On Saturday, The Wall Street Journal published an article by Daniel Harmann celebrating the 800th anniversary of the Magna Carta. In recognition of this event, this blog has sporadically published translations of portions of the famous charter.  See ...

The ecclesiastical doctrine of incardination defines the relationship between clerics and the church. According to the United States Conference of Bishops (no relation), "incardination is traditionally used to refer to the attachment of the priest...