California Corporate & Securities Law

The California Department of Financial Protection & Innovation recently issued a warning about "individual or individuals on YouTube claiming that individuals can form their own “private banks” and become “individual bankers” to obtain various...

On Monday, four California state senators introduced a bill, SB 261, that would require businesses to prepare and submit climate-related financial risk reports.  The bill would apply to any corporation or other business entity formed under the laws...

Vice Chancellor J. Travis Laster's recently ruled that McDonald's Corporation's former Executive Vice President and Global ChiefPeople Officer, David Fairhurst, owed a duty of oversight comparable to the duty articulated by Chancellor Allen in In re...

Nearly a century ago, Benjamin Cardozo waxed eloquent regarding the fiduciary obligation of co-venturers:

The California State Bar Act imposes a duty on attorneys to "support the Constitution and laws of the United States and of this state". Cal. Bus. & Prof. Code § 6068(a). Many California legislators are members of the California State Bar, including...

In yesterday's post, I highlighted a new discussion paper arguing that Twitter's leaders threw its stakeholders "under the bus" in favor of the interests of the stockholders. According to the authors, stakeholder governance "refers to the...

Last year, the California legislature enacted statutory changes ostensibly to limit the spread of misinformation and disinformation about COVID-19 by licensed physicians.  2022 Cal. Stats. ch. 938 (AB 2098), SeeCalifornia Legislates Covid-19...

In a forthcoming case study, three scholars advance the accusation that when negotiating the sale of Twitter to Elon Musk, Twitter's leaders "chose to disregard the interests of the company’s stakeholders and to focus exclusively on the interests of...

The internet facilitates crime in the same way it facilitates legitimate business - it lowers transaction costs. With the internet, a fraudster can steal someone's identity and then use that purloined identity to reach thousands of potential victims...