Board Meetings And The "Annihilation of Distance"

Yesterday's Wall Street Journal included an article by Joann S. Lublin about the increasing use of videoconferencing technology to hold board of directors meetings. One important question not addressed in the article is whether a board member who...

Comparing Books And Records Stockholder Inspection Rights In California, Delaware and Nevada

The right of a stockholder to inspect a corporate books and records was originally a common law right. California, Delaware and Nevada have since codified stockholder inspection rights.

Coming Soon To California - Delaware!

The Glendon Tremaine Symposium has been a long-standing tradition of the Los Angeles County Bar Association.  It is named for the late Glendon Tremaine, a Pasadena attorney who served as President of the LACBA. 

Restatements Reported To California Board On Downward Trend Overall

On June 30, 2002, President Bush signed the Sarbanes-Oxley Act into law (for a trip down memory lane, you can read Broc Romanek's post reporting that momentous event here).  Less than a month later, Governor Gray Davis signed AB 270 (Correa) into...

Is A Sole Shareholder An Employer?

A corporate employer controls its employees.  A sole shareholder controls the corporation.  Is the shareholder an "employer"?  A California Court of Appeal answered this question last week in Leek v. Cooper.

California's 50/90 Rule - When Being In Control May Mean That You're Not

Many out-of-state practitioners are surprised to learn that California has special statutory provisions governing a merger when a constituent corporation (Section 161) or its parent (Section 175) owns, directly or indirectly, more than 50% of the...

A Monday Miscellany

San Diego Securities Law Conference

The Law Governing Investment Securities May Be A Matter Of Choice

One might expect that the rights and duties of a California issuer with respect to the registration of transfer of investment securities would be governed by California law. After all, Section 8110(a) of the California Uniform Commercial Code...

How Soon Hath Time! July 21 Deadline Looms For Investment Advisers But Grace May Be At Hand

The hasting days fly on with full career while the SEC proceeds with rulemaking to implement the Dodd-Frank Act's changes to the regulation of investment advisers. Last week, Associate Director Robert E. Plaze in the SEC's Division of Investment...