California Corporate & Securities Law

Yesterday, I covered Judge Lewis A. Kaplan's holding in In re Lehman Bros. Securities & Erisa Litigation, 2012 U.S. Dist. LEXIS 148177 (Oct. 15, 2012) that there is no liability under Corporations Code Section 25400 when the plaintiff and defendant...

The 2008 collapse of Lehman Brothers Holdings, Inc. resulted in seven California public entities and a California-based insurance company suing Lehman's former directors, officers, and auditors for, among other things, violations of the California...

In August, I submitted a petition to the Office of Administrative Law alleging that the California Public Employees Retirement System had "issued, used enforced, or attempted to enforce an underground regulation".  Specifically, I challenged CalPERS'

Over a year ago, the Commissioner issued this invitation for comments with respect to a complete rewriting of California's custody rule for investment advisers, 10 CCR § 260.237. The Commissioner received a number of comments. However, none of the...

Even before the advent of the personal computer, people were talking about electronic mail.  See this March 1973 issue of Popular Science. They weren't discussing e-mail, but facsimile transmission. Although people still send documents by facsimile,...

Section 2010(b) California Corporations Code provides that no action or proceeding to which a corporation is a party abates by dissolution of the corporation. The statute imposes no time limit on suing dissolved corporations for pre-dissolution...

In an opinion handed down yesterday, the Fourth District Court of Appeal upheld an "oral" stock option agreement.  Maughan v. Correia, Cal. Ct. of Appeal Case No. D058957 (Oct. 24, 2012). The case arose from a fight between a brother and sister over...

I was very surprised to read this morning that an Italian court had convicted seven scientists of failing to provide a warning of an earthquake that tragically killed more than 300 people.  See "Italy Orders Jail Terms for 7 Who Didn’t Warn of Deadly...

A year ago, I discussed the question of whether an issuer could prevent unauthorized trading in options with respect to its own securities.  See "Options Trading Without the Issuer's Consent". In fact, one issuer tried, without success, to stop...