Court Holds That Arbitrator Must Decide Whether Partner Is An Employee

As discussed in this post from 2016, California Labor Code Section 925 prohibits an employer from requiring an employee who primarily resides and works in California, as a condition of employment, to agree to a provision that would do either of the...

The DFPI's Subterranean "True Lender" Doctrine

Some readers may recall that two years ago the Office of the Comptroller of the Currency adopted a "true lender" rule.  That rule The rule specified that a bank makes a loan and is the true lender if, as of the date of origination, it (1) is named...

Less Cumbrous Conversions In Sight For California Corporations

Conversions will soon be less cumbrous for California corporations. Current law authorizes various types of California business entities to convert in a one-step process into business entities organized under the laws of another jurisdiction...

Could A "Red Wave" Wipe Out The SEC's Clawback Rules?

The Securities and Exchange Commission new "clawback" rules were approved on a divided vote.  The two Republican members of the Commission, Hester M. Peirce and Mark T. Uyeda voted against adoption. Tomorrow's election will not result in an immediate...

Has The SEC Conflated Indemnification And Insurance?

Today's post continues the discussion of the SEC's recent adoption of rules requiring the securities exchanges to adopt listing standards requiring listed companies to develop and implement policies providing for the recovery of erroneously awarded...

The SEC's Immensely Impracticable Impracticability Exception

This week's posts have been discussing the recent adoption by the Securities and Exchange Commission of rules requiring the securities exchanges to adopt listing standards requiring listed companies to develop and implement policies providing for...

The SEC's Tenuous, Tentative Case For Preemption

The Securities and Exchange Commission's last weekadopted rules requiring the securities exchanges to adopt listing standards requiring listed companies to develop and implement policies providing for the recovery of erroneously awarded...

The SEC's Failure To Update May Defenestrate Claw-Back Rule Making

As has been widely reported, the Securities and Exchange Commission last week finally adopted rules requiring the securities exchanges to adopt listing standards requiring listed companies to develop and implement policies providing for the recovery...

Voting Of Shares Held By Multiple Owners

Shares can be held of record by multiple owners in a variety of ways, including as fiduciaries, members of a partnership, joint tenants, tenants in common, spouses as community property, tenants by the entirety, voting trustees, or persons entitled...