California Corporate & Securities Law

“It’s a mercy that time runs in one direction only, that we see the past but darkly and the future not at all.”¹

The California General Corporation Law authorizes the adoption of bylaws, but does not purport to define the term. Cal. Corp. Code § 110. The Nonprofit Corporation Law defines "Bylaws" not by description but by stating what they include. Cal. Corp....

The California Secretary of State has recently published her report under California's statutes imposing gender and racial/ethnic quotas on the boards of directors of publicly held corporations having their principal executive offices in California....

The last sentence of California Corporations Code Section 600(e) imposes a significant limitation on the ability of California corporations to hold virtual-only meetings:

Last Friday, Commissioner Clothilde V. Hewlett issued guidance concerning the "situation in Ukraine and Russia". The guidance reminds licensees of their obligations under federal, and to a lesser extent, California law. The guidance mentions three...

The California Public Employees Retirement System (CalPERS) styles itself as the United States' largest public fund.  In response to a letter from Governor Newsom, CalPERS has reported that it has over three quarters of a billion dollars in Russian...

Formerly, when someone wanted a public document such as a court judgment or acknowledgment by a notary recognized in another country, it was necessary to go through a cumbersome process of authentication known as "legalisation", which was often...

Regulation U, 12 CFR § 221.1 – 221.125, imposes certain requirements for lenders, other than securities brokers and dealers, who extend credit secured by margin stock. Regulation U defines "purpose credit" as "any credit for the purpose, whether...

In 2016, the California legislature enacted Labor Code Section 925 which 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...