California Corporate & Securities Law

Corporations Code Section 25501.5 generally authorizes an action for rescission (or damages, if the security is no longer owned) by any person “who purchases a security from or sells a security to a broker-dealer that is required to be licensed and...

In January, I discussed the Court of Appeal's decision in Cobb v. Ironwood Country Club, 233 Cal. App. 4th 960 (Cal. App. 4th Dist. 2015).  I found the case interesting because the Court applied a contract law analysis to an arbitration bylaw:

The Opinions Committee of the Business Law Section of the California State Bar recently published a sample opinion for venture capital financing transactions. In a sad testament to the lowly status of the California General Corporation Law, the...

I've taken a special interest in following the case of Hong Yen Chang (no known relation to my son-in-law). Mr. Chang arrived in the U.S. in 1872 and graduated from Yale and then Columbia Law School. Initially, he was refused admission to the New...

Some may view dissolution as the final curtain for a corporation and its shareholders.  But unlike mere mortals, a corporation does not strut and fret its hour upon the stage and then is heard no more.

Yesterday was the famous Ides of March. The Ides weren't a holiday, but a term used in Roman calendar system which was based on three dates in each month, known as the Kalends or Calends (think calendar), Nones and Ides. The Kalends always falls on...

In English, we have two articles - "the" is the definite article and "a/an" is the indefinite article. Latin, on the other hand, lacks articles, definite or indefinite. Indeed, the great first century Roman rhetorician Marcus Fabius Quintilianus...

Recently, the Department of Business Oversight issued the following warning:

The idea that men won't ask for directions is a staple of many jokes.  I don't know whether this is fact or urban myth.  However, a few years back the Princeton University Press published an entire book on the subject. In my former career as a...