California Corporate & Securities Law

Earlier this month, Secretary of State Debra Bowen announced that the proponents of an initiative measure could begin collecting petition signatures for their measure. If this measure makes it on to the ballot and is approved by the voters, it would...

Last year, the Commissioner of Business Oversight issued several alerts warning consumers that it has received complaints with respect to unlicensed firms offering payday (deferred deposit) loans in California. The common thread in each of these...

Recently, it was reported that the Council of Institutional Investors had submitted a petition for rule making to the Securities and Exchange Commission.  Indeed, the CII did submit this petition on January 8, 2014. In the petition, the CII describes...

Is the corporate form incompatible with religious beliefs?  California Attorney General Kamala Harris thinks so.  In this amicus brief filed in Sebelius v. Hobby Lobby Stores, Inc., U.S. Supreme Court Docket No. 13-354, she asserts:

What Cicero Would Have Said

Section 5(c) of the Securities Act of 1933 generally declares it unlawful to offer a security unless a registration statement has been filed. Section 5(a) of the same act generally makes it unlawful to sell a security unless a registration statement...

Nevada's LLC Act requires LLCs to file annually a list of managers or managing members. NRS 86.263. If an LLC fails to do so, the Nevada Secretary of State may revoke the LLC's charter and it will forfeit the right to transact business. NRS...

According to Cornerstone Research, shareholders in 2012 "challenged 93 percent of merger and acquisition (M&A) deals valued over $100 million and 96 percent of transactions valued over $500 million". Most of those cases settled and in more than 80%...

Yesterday's post concerned the Court of Appeal's opinion in Busse v. United Panam Financial Corp., 2014 Cal. App. LEXIS 11 (Cal. App. 4th Dist. Jan. 8, 2014) holding that shareholders may not pursue monetary damages under Section 1312(b) of the...