California Corporate & Securities Law

Venture capital investment has been instrumental in the creation of numerous high tech businesses that have quite literally changed the world. There is no gainsaying the importance of venture capital firms to California. Therefore, one might expect...

The California Real Estate Law is decidedly standoffish when it comes to limited liability companies. While it allows corporations to be licensed as real estate brokers, it makes not such allowance for limited liability companies. This aversion to...

The many California laws are intended to protect borrowers.  The California Financing Law, for example, provides that it is to be liberally construed to, among other things, "protect borrowers against unfair practices by some lenders, having due...

Yesterday's post concerned California's statutory scheme governing the gubernatorial power to fill vacant United States Senate seats. The relevant statute requires that the person appointed be an "elector of this state". Cal. Elect. Code § 10720....

Following the recent passing of Senator Diane Feinstein, California Governor announced the appointment of Laphonza Butler to complete Senator Feinstein's term in the U.S. Senate.   Yesterday, Harvard Law Professor Stephen E. Sachs addressed the...

Professor Stephen Bainbridge recently tackled the question of whether the business judgment rule applies to a corporate board's selection of an expert. Section 141(e) of the Delaware General Corporation Law fully protects a director "in relying in...

In a recently settled administrative proceeding, the Securities and Exchange Commission took the position that an employer took action to impede potential whistleblowers when as a condition of receiving separation pay, the employer required its...

Section 17701.7 of the California Corporations Code sets up two arguably contradictory rules. Subdivision (b) provides that unless displaced by "particular provisions" of the California Revised Uniform Limited Liability Company Act, the principles...

Earlier this week, Suzanne Cosgrove wrote about the Commodity Futures Trading Commission's decision to prohibit Congressional Control Contracts, which it described as "cash-settled, binary (yes/no) contracts based on the question: “Will <chamber of...