California Corporate & Securities Law

Congress issues an invitation 

Yesterday, the U.S. Supreme Court issued its decision in Janus Capital Group, Inc. v. First Derivative Traders. In a 5-4 decision, the Court found that to be liable under Rule 10b-5, a person must "make" the material misstatement. According to...

The news keeps getting worse for the nation's largest public pension fund - the California Public Employees Retirement System.  On Saturday, Los Angeles Times reporter Marc Lifsher reported in this story that CalPERS has adopted a policy of...

Yesterday, the Securities and Exchange Commission issued this bulletin on the risks of investing in reverse merger companies.  In this post from the week before, I wrote about a recent article that found that Nevada is second only to Delaware in...

Yesterday, the Securities and Exchange Commission issued this announcement regarding its settlement with two advertising executives who launched a campaign to buy a beer company through a solicitation of investors on Facebook and Twitter without...

Last December, I wrote this post about Corporations Code § 25501.5 that asked "What do it mean?". In general, the statute authorizes an action for rescission (or damages, if the security is no longer owned) by any person “who purchases a security...

People make mistakes.  Some mistakes, such as dialing a wrong number, can be fixed with no lasting damage.  Other mistakes, such as Fred Merkle's base running error in 1908, can never be undone. 

In the late 1960's, New York television station WNYW began its 10:00 p.m. news broadcast with ""It's 10:00 p.m. ... Do you know where your children are?"

Earlier this week, the California Court of Appeal issued an opinion in a case that should be interesting reading for anyone dealing with promissory notes.  In Creative Ventures, LLC v. Jim Ward & Associates, the court reached the following...