California Corporate & Securities Law

Tulane Law School Professor Ann M. Lipton at Tulane Law School begins her forthcoming, Inside Out (or, One State to Rule them All): New Challenges to the Internal Affairs Doctrine, by quoting Delaware Vice Chancellor J. Travis Laster:

NRS 107.028 lists a number of different categories of persons who may serve as trustee under a deed of trust.  One category is domestic or foreign entity which holds a current state business license issued by the Secretary of State pursuant to...

Yesterday, Liz Dunshee in The Proxy Season Blog addressed the question of whether motions to adjourn were considered "routine" for purposes of Rule 452 of the New York Stock Exchange. This rule permits brokers provides that brokers may only vote on...

The first law signed by California's first Governor, Peter Burnett, was the The Act Concerning the Public Archives (Chapter 1, Statutes of 1850). The act instructed the Secretary of State, William Van Voorhies, to classify and safely keep government...

In 2018, the California legislature established a "ministry of truth" within the California Secretary of State's office - the Office of Elections Cybersecurity. By statute, the OEC has a duty “[t]o monitor and counteract false or misleading...

The big financial news on Friday was the failure of Silicon Valley Bank.  According to the DFPI's order, an announcement of a capital raise by the bank triggered a run on the bank:

Despite the bank being in sound financial condition prior to March...

Lenders and brokers licensed under the California Finance Lenders Law must file an annual report by the Ides of March (i.e.,March 15) of each year.  Cal. Fin. Code § 22159.  This is a hard deadline and the Department of Financial Protection &...

Last November, I questioned whether Mallory v. Norfolk Southern Railway Co., U.S. S. Ct. Case No. No. 21-1168 will wipe out Delaware's hegemony over corporate litigation.  In a recent post, Professor Josh Blackman considers Mallory in light of the...

Several years ago, I wrote about the various meanings of "person" in the California Corporations Code. All of the definitions mentioned in that post included corporations within the list of persons. If a corporation is a person, is it also an...