Do Issuers Fail To File Form Ds Because They Fear Trolls?

A new paper ostensibly connects the dots between failing to file a Form D, as required by Regulation D, and "patent trolls".   A "patent troll" is a company, typically that does not produce any product or provide any service, that purchase patents...

Creditor Stung By Academy Of Motion Picture Arts And Sciences Bylaws

When a judgment creditor sought delivery of her debtor’s Oscar statuette, under the Enforcement of Judgments Law (EJL). (Code Civ. Proc., § 680.010 et seq., the Academy of Motion Picture Arts and Sciences ("AMPAS") intervened.  Juarez v. Ward, 2023...

DFPI Announces Launch Of "Crypto Scam Tracker"

Last week, the California Department of Financial Protection & Innovation announced that it has launched a "Crypto Scam Tracker".  According to the DFPI, the Crypto Scam Tracker is "a database that is searchable by company name, scam type, or...

More Than Four Score Law Firms File Amicus Brief Opposing SEC Assault On Client Confidentiality

In several recent posts, I have discussed Covington & Burling LLPs opposition to an SEC subpoena demanding that the law firm "name names".  See SEC Suit Against Covington & Burling Threatens More Than Attorney-Client Privileged Information, SEC...

Why "Laying Down The Law" Is Redundant

The word "law" is ultimately derived from the plural form of the Old Norse word lag which had the sense of laying in order.  The Old Norse word became the Old English word for law, lagu.  Thus, the phrase "laying down the law" essentially means to...

California Court Of Appeal Says Forum Selection Clause Should Not Be Enforced In Usury Case

Does California's usury limitations constitute a "strong public policy"?  Seemingly, that question was decided over a half-century ago by the First District Court of Appeal in Ury v. Jewelers Acceptance Corp., 227 Cal. App. 2d 11, 20, 38 Cal. Rptr....

Covington's Substantial Investment In Protecting Client Confidences

As previously reported in this blog, the United States Securities and Exchange Commission is attempting to force the international law firm of Covington & Burling, LLP to identify hundreds of its publicly traded clients.  See SEC Demands That...

Congress Enacts M&A Broker But What About George Babbitt?

Those who made it to page 1,080 of H.R. 2617 (the "Consolidated Appropriations Act") will know that Congress has amended Section 15(b) of the Securities and Exchange Act of 1934 to exempt "M&A Brokers" from the requirement to register as brokers...

California Bill Would Regulate "Digital Financial Asset Transaction Kiosks"

Relatively few English words both begin and end with the letter "k".  Kiosk is one.  The word kiosk can be traced to the Persian word, kūsht, which refers to a palace or villa.  In Turkish, the word became köşk.  In France, a small structure placed...