California Corporate & Securities Law

Conversion can be a sensitive subject for some. In California, corporate conversions are a relatively new phenomenon, having made their first appearance with legislation enacted in 2002 (SB 399 (Ackerman)). The General Corporation Law (GCL) rather...

On August 3, 2011, a group of leading academics, including Harvard Law School Professor Lucian A. Bebchuk,  submitted this petition for rulemaking to the Securities and Exchange Commission. The petitioners asked the SEC to adopt rules requiring...

On February 18 2005, Congress enacted the Class Action Fairness Act (CAFA), P.L. No. 109-2 (28 U.S.C. §§ 1332(d), 1453, and 1711 – 1715). In enacting the CAFA, Congress sought to protect consumers and investors from settlements in which plaintiffs'...

If I told you that all 10% owners owe a fiduciary duty to the corporation, I'd be surprised if you weren't surprised.  However, that was, in fact, the holding of the Second Circuit Court of Appeals last October in Donoghue v. Bulldog Investors...

To ring in the new year, the California Legislative's Analyst's Office issued Cal Facts 2013.  According to the LAO, this report is intended to provide "a broad overview of public finance and program trends in the state".

Last year, the Consumer Financial Services Committee of the Business Law Section of the California State Bar sponsored AB 2364 (Wagner). This bill, which took effect on Tuesday, is intended to simplify the process for levying on bank accounts for...

Under the Administrative Procedure Act, the Office of Administrative Law is responsible for the review of regulations promulgated by over 200 state agencies. In 2011, reportedly 103 different agencies proposed 467 new rules. If the OAL determines...

According to the website, the California Governor's Office of Business and Economic Development (GO-Biz) was created "to serve as California’s single point of contact for economic development and job creation efforts". While the site does provide...

The California Secretary of State has given notice of the following changes to business entity filings: