Secretary Of State Changes Forms And Procedures For LLC Filings

Novelty does not mean better. With the change from 2013 to 2014, California repealed, albeit unconstitutionally, the Beverly-Killea Limited Liability Company Act (former California Corporations Code sections 17000 - 17657), and installed in its...

Simply Getting Stiffed On A Judgment May Be An Inequitable Result

What happens when you sue someone who is judgment proof? One solution may be to ask the trial court to amend the judgment to add additional judgment debtors. Now, it may seem unusual to be able to add judgment debtors who were not part of the...

Assembly To Consider Mandatory Indemnification Of LLC Agents

The California legislature operates on a two-year schedule. Cal. Const. Art. IV, Sec.3(a). The legislature will convene for the second year of the current biennium next Monday (Jan. 6). J.R. 51(a). One immediate job for the returning legislators...

CalPERS' Offbeat Personal Trading Policy

Yesterday's post discussed a news report of an SEC inquiry into insider trading by CalPERS.  Rather than being abashed by this news, CalPERS responded by congratulating itself on having implemented a personal trading policy.

SEC Reportedly Investigating CalPERS' Stock Trades

In October 12, 2012, I wrote about CalPERS' proposed adoption of regulations governing personal trading by members of its Board of Administration and employees.  Although I did offer a few technical comments on the proposed rules (see CalPERS' Final...

Asahi's Morning Sun - Court Holds Parent And Its Managers May Be Liable For Interfering With Subsidiary's Contract

Yesterday's post was intended to set the stage for a discussion of last week's decision by the Court of Appeal in Asahi Kasei Pharma Corp. v. Actelion Ltd., 2013 Cal. App. LEXIS 1017 (Cal. App. 1st Dist. Dec. 18, 2013). The dispute giving rise to...

Pre-Merger Activities Don't Give Rise To Cartwright Act Violation

In 1907, newly elected California Governor James Norris Gillett asked the California legislature to address restraints on trade. California state Senator John A. Cartwright responded with a bill patterned after a federal antitrust bill introduced by...

Court Rules Private Fund Data Are Not Public Records

Private equity and venture capital funds like public pension fund money but they don't necessarily like the consequences of having the government as an investor.  As noted in this post, this was illustrated by Superior Court Judge Evelio Grillo's...

Does The SEC's Regulation A Proposal Defy Congress' Clear Intent?

This week's announcement by the Securities and Exchange Commission that it is proposing amendments to update and expand Regulation A has attracted quite a bit of attention.  David Lynn writing in Broc's Blog took special note of the proposed...