California Corporate & Securities Law

Last year, the Delaware Supreme Court adopted a tripartite test for assessing demand futility allegations in derivative actions.  United Food & Commercial Workers Union v. Zuckerberg262A.3d1034 (Del.2021).  Under this test, courts are to...

California's blue sky law, the Corporate Securities Law of 1968, generally requires that offers and sales of securities be qualified unless the security or transaction is exempt or not subject to qualification. Most exemptions are conveniently...

"Aaron Burr, sirCan we agree that duels are dumb and immature?"

SB 260 scheduled to be heard tomorrow by the Assembly Judiciary Committee. This bill would enact the the "Climate Corporate Accountability Act". If enacted, the bill purportedly would require large companies doing business in California to provide...

I was perplexed by Judge Cindee F. Mayfield's repeated references to "derivate claims" in a recent unpublished opinion - JBB Investment Partners v. Fair, Cal. Ct. of Appeal Case No. No. A160098 (June 9, 2022). Was this a typographical error or was...

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...