California Corporate & Securities Law

With most publicly traded companies choosing to incorporate in Delaware, corporate officers are likely to assume that they have the benefit of Delaware law.  Assumptions sometimes can be wrong.

Recently, I came across the following assertion:

Congress enacted Section 409A of the Internal Revenue Code in 2004.  Given the statute's complexity, the expense associated with compliance and its iron-fisted results, I've been amazed that there hasn't been a greater clamor for its repeal.

I'm tempted to begin this post with the following:

Yesterday, the California Court of Appeal found substantial evidence in the record to uphold a trial court's decision to add an affiliated corporation as a judgment debtor under the "single enterprise" theory.  Toho-Towa Co., Ltd. v. Morgan Creek...

Yesterday's post concerned the attorney-client privileged issues in Vice Chancellor J. Travis Laster's recent decision in Kalisman v. Friedman, 2013 Del. Ch. LEXIS 100 (April 17, 2013).  I found another statement in the decision even more intriguing -

A few months ago, Vice Chancellor J. Travis Laster issued an interesting decision involving director inspection rights and the attorney-client privilege.  Kalisman v. Friedman, 2013 Del. Ch. LEXIS 100 (April 17, 2013). Previously, I had posted on two...

Historically, the Governor appointed California's Commissioners of Corporations. Cal. Corp. Code § 25600. Today, the Governor still appoints the head of the new Department of Business Oversight. Having served as a Commissioner, I believe that it is...

SEC Misreads The Dodd-Frank Act