The Curious Case Of The Unregistered Foreign LLC

I recently came across and was baffled by the following decision:

Are Applications Submitted To The DFPI Subject To Inspection Under The California Public Records Act?

California's Public Records Act, Cal. Gov't Code § 6250 et seq., provides for public access to California state and local government records.  The PRA defines "public records" broadly to include "any writing containing information relating to the...

Federal Court Applies Demand Excused Test When Demand Was Allegedly Made

I must confess that I confess that I am nonplused by a recent ruling by U.S. District Court Judge James A. Teilborg in SinglePoint Direct Solar LLC v. Curiel, 2022 U.S. Dist. LEXIS 19880. The case involved, among other things, a derivative claim...

Judge Weighs Challenge To California Board Quota Law

On Monday,  Los Angeles Superior Court Judge Terry Green heard arguments on opposing motions for summary judgment in a case challenging the constitutionality of AB 979.  Crest v. Padilla, L.A. Super. Ct. Case No. 20STCV37513. Enacted in 2020, AB 979...

Lawsuit Challenges DFPI's Threat To Enforce Fair Access To Credit Act

Last week, Opportunity Financial, LLC filed a lawsuit challenging the Department of Financial Protection & Innovation's alleged threat to take enforcement action for violating AB 539, the so-called Fair Access to Credit Act. Enacted in 2019, AB 539...

California Bill Aims To End The Asymmetry Of Corporate Time

“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

In This Case, Bylaws By Any Other Name Are Still Bylaws

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....

California Secretary of State's Report Highlights California's Want of Appeal

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....

Bill Would Urgently Remove Limitation On Virtual Shareholder Meetings And Allow Utopian Meetings

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: