California Corporate & Securities Law

In 2016, California added Section 925to its Labor Code. Cal. Stats. 2016, ch. 632. That statute prohibits an employer from requiring an employee who primarily resides and works in California, as a condition of employment, to agree to a provision...

Section 2115 of the California Corporations Code famously purports to impose numerous provisions of the General Corporation Law on foreign corporations if two tests are met. One of these tests, the so-called "business test", requires that the...

In 2012, the voters of California approved Proposition 39 which established a Clean Energy Fund for the purpose of "funding projects that create jobs in California improving energy efficiency and expanding clean energy generation." In order to raise...

Yesterday, I discussed the confused characterization of the defendant in Carbon Crest, LLC v. Tencue Productions, LLC, 2022 U.S. Dist. LEXIS 66676. The case is nonetheless a good reminder that those who sell "business opportunities" fall within the...

I recently came across Judge William Alsup's ruling in Carbon Crest, LLC v. Tencue Productions, LLC, 2022 U.S. Dist. LEXIS 66676.  However, the first two sentences of the ruling left me baffled:

The concept of a "designated office" is important to both domestic and foreign limited partnerships under California's Uniform Limited Partnership Act of 2008. In order to form a limited partnership under the act, the certificate of limited...

California experiences states of emergencies all of the time due to a wide variety of events, such as wildfires, earthquakes, pandemics, and drought conditions. In many cases, it is not clear when these emergencies end and it may be difficult to get...

In a televised address February, Russian President Vladimir Putin announced a "special military operation" in Ukraine.   He later signed a law that reportedly criminalizes references to events in Ukraine as an "invasion" rather than a "special...

In 2020, the legislature enacted AB 3075 (Gonzalez) which, among other things, requires a corporation or an LLC to disclose in its statement of information filed with the Secretary of State whether any director of the corporation or member or...