The General Corporation Law's Filioque

The Nicene Creed as approved by the Council of Constantinople in 381 A.D. included the following: "τὸ ἐκ τοῦ πατρὸς ἐκπορευόμενον (who proceeds from the father). About 200 years later at the Third Council of Toledo, the Western Christian Church,...

Did The Ninth Circuit Find That Intent Matters In Determining Whether A Partnership Had Been Formed?

Earlier this week, I wrote about a recent article by Professor Douglas K. Moll that argues that treating contractual disclaimers of partnership as dispositive is inconsistent with modern statutes, including the Revised Uniform Partnership Act. Among...

If California's Pork Law Falls, Will Section 2115 Be Next?

This week, the U.S. Supreme Court heard oral arguments in National Pork Producers Council v. Ross (Docket No. 21-468). The case involves a challenge to 2018 proposition that, among other things, forbids the sale of "any uncooked cut of pork" in...

Partnership Disclaimers Are Called Into Question

Professor Douglas K. Moll at the University of Houston recently published an interesting article in The Journal of Corporation Law that tackles the question of whether parties may contract out of a general partnership relationship. He concludes...

Does California Regulate Finfluencing?

A week ago, the United States Securities and Exchange Commission charged Kim Kardashian with touting on social media a crypto asset security offered and sold by EthereumMax without disclosing the payment she received for the promotion. According to...

If The Court Of Chancery Is Predictable, Why Does Anyone Bother To Go To Court?

In a recent posting on the Business Law Prof [sic] Blog, William S. Boyd School of Law Professor Benjamin Edwards wrote about a recent order issued by Nevada state District Court Judge Timothy C. Williams. The case involved a dispute over who was...

Does Your Surname Define Your Cultural Ancestry?

In a recent paper, four authors attempt to assess board cultural diversity and firm performance under competitive pressures.  The authors conclude that "culturally diverse boards are associated with superior performance for firms operating in highly...

California Limits Use Of Creative Expressions In Criminal Proceedings

One of the more unusual bills enacted by the legislature this year concerns the use of "creative expression" in criminal proceedings.  AB 2799 (Jones-Sawyer) defines "creative expression" as the "expression or application of creativity or...

Secretary Of State Creates Two New Revocation Forms

A corporation with an "active-pending termination" status can be returned to Active status by filing a Revocation of Election to Terminate, also known as a Revocation of Election to Wind Up and Dissolve, that meets the requirements of California...