California Corporate & Securities Law

The California Civil Code includes a number of decidedly gnomic provisions.  Section 1597 is one of these.  It purports to answer the question of what is possible:

Last week, Assembly Member Grayson gutted and amended AB 2269 so as to create a "Digital Financial Assets Law". This law would require persons engaging in digital financial asset business activity to be licensed or registered with the California...

Last year, I reported on a California bill that would require large companies to report annually on their greenhouse gas emissions.  Since then, the bill, SB 260, has been working its way through the legislature. Earlier this year, the bill was voted...

Seven years ago, the Securities and Exchange Commission proposed rules that would direct the national securities exchanges and national securities associations to establish listing standards that would require each issuer to develop and implement a...

Yesterday, the California Office of Administrative Law approved the Department of Financial Protection and Innovation’s (DFPI) proposed commercial financing disclosure regulations.  The DFPI adopted these regulations pursuant to SB 1235 (Glazer),...

In a decision published on Wednesday, the California Court of Appeal held that a defendant's due process rights do not protect the sole shareholder of a corporation from an alter ego action.  Lopez v. Escamilla, Cal. Ct. Appeal Case No. B316800 (June...

In September 2018, then Governor Jerry Brown signed SB 1235 into law.  SB 1235 added a new division to the Financial Code imposing specific loan disclosure requirements on providers of commercial financings.  These disclosures include:

At first glance, California Corporations Code Section 17708.01(a) appears to be a rather straightforward enunciation of the "internal affairs doctrine" as applied to foreign limited liability companies:

California Corporations Code Section 22003 effectively deems directors to be all-knowing: