Should Corporations Conserve Water Because A Shareholder Believes It's The Right Thing To Do?

Last month, the California Public Employees Retirement System (CalPERS) sent a letter to its California real estate and private equity managers asking that they take a number of steps to conserve water. I found CalPERS' justification provocative in...

In The Year 2525, If Man Is Still Alive, If Woman Can Survive, They May Find Limited Liability Worker Cooperatives

In 1886, then Senator Leland Stanford introduced a bill in the U.S. Senate to authorize the formation of cooperative worker associations in the District of Columbia.  In an interview with the New York Tribune shortly thereafter, he asserted "I have...

Legislator Proposes To Eliminate Flexibility In Name And Purpose

In 2011, the California legislature enacted not one, but two, laws allowing for the incorporation of for-profit businesses with broader purposes. The Corporate Flexibility Act of 2011, SB 201 (DeSaulnier), 2011 Stats. ch. 740, was the product of a...

Legislature Shuts The Barn Door After The Horse Has Bolted And Then Burns Down The Barn

Not many people use horses as a means of transportation in the U.S. anymore, but numerous horse related expressions and aphorisms persist in everyday speech, including:

How Chadbourne & Parke, LLC v. Troice Threatens The Defense Of The Guilty And The Innocent

The U.S. Supreme Court's recent decision in Chadbourne & Parke, LLC v. Troice, 571 U.S. ___ (2014) arose out of the a multibillion dollar Ponzi scheme perpetrated by Allen Stanford. The scheme involved the sale to investors of certificates of...

Oops! CalPERS Reportedly Violates Insider Trading Policy Again

Jon Ortiz, who writes The State Worker blog for The Sacramento Bee, recently reported that the California Public Employees Retirement System has again violated its insider trading policy by purchasing shares in an initial public offering that were...

Courts Tackle Meaning of "May" Under the Finance Lenders Law

Section 22340(a) of the California Financial Code provides that a licensee "may sell promissory notes . . . to institutional investors."  Does this mean that a licensee may only sell promissory notes to institutional investors or that selling...

Securities Regulator "Surprised and Offended" By SEC's Regulation A+ Proposal

Section 401 of the JOBS Act directs the Securities and Exchange Commission to adopt rules exempting offerings of up to $50 million of securities annually from the registration requirements of the Securities Act of 1933, as amended. Last December...

The Legality Of Corporate Giving

According to the Chronicle of Philanthropy, the top three corporate philanthropists (Wells Fargo, Walmart and Chevron) in 2012 gave nearly $900 million in cash in 2012.  At the most fundamental level, do corporations have the power to make donations?