California Corporate & Securities Law

Eureka, Nevada was once known as the "Pittsburgh of the West". Today it describes itself as the "Friendliest Town on the Loneliest Road in America". Eureka never had any steel mills, but it was often shrouded in smoke . The smoke came not from...

Section 25102.5 of the California Corporations Code exempts from the issuer qualification requirement of the Corporate Securities Law of 1968 a "transaction" that is the sale of: (i) a series of notes secured directly by an interest in the same real...

As the current California legislative biennium enters its closing weeks, SB 260 (Wiener & Stern) is moving forward despite strong opposition from business groups.  As has been previously noted in this space, the bill would require any U.S.-based...

Although I have yet to encounter the situation, California provides a mechanism for a corporation formed under the General Corporation Law to become a nonprofit religious corporation. Since religion is involved, it may come as a surprise that no...

Nevada's voters decriminalized adult recreational use of marijuana by voter initiative.  See Secretary of State, Statewide Ballot Initiative Question No. 2, 14 (Nov. 8, 2016, effective Jan. 1, 2017). Marijuana nonetheless remains illegal under...

A plural form of a noun usually implies a set having more than one member of the same type. For example, a reference to "dogs" is understood to refer to more than one dog. No one understands a reference to "dogs" to mean a dog, a cat and a mouse....

Followers of this post will know that the California legislature operates on a biennium.  This biennium will end at the end of the month.  Here is how the final month of the current biennium lays out:

Both the California General Corporation Law and the California Revised Uniform Limited Liability Company Act include provisions granting shareholders/members the right to avoid a dissolution of the corporation/LLC under certain circumstances. While...

Last Friday, I wrote about a recently issued Court of Appeal opinion with respect to California Corporations Code Section 17707.03. That statute provides that a court may decree the dissolution of a limited liability company pursuant to "an action...