California Corporate & Securities Law

In a forthcoming chapter in The Cambridge Handbook of Investor Protection (Cambridge University Press, 2021) UCLA Law Professor Sung Hui Kim asks "Do Lawyers Make Good Gatekeepers"? She posits that there is "a strong case for imposing gatekeeping...

This weekend is Nevada Day.  If you're a traditionalist, you will celebrate on Sunday, which is the anniversary of Nevada's admission to the union.  In 1999, however, the Nevada legislature made the unfortunate and ahistoric decision to move the...

California's female and underrepresented community board quota statutes apply to publicly held corporations having their principal executive offices in California "according to the corporation's SEC 10-K form". Cal. Corp. Code §§ 301.3(a) &...

The California Department of Financial Protection is warning consumers that "companies that may be engaging in unlicensed activity and/or falsely advertising cryptocurrency products and services". The warning lists numerous companies or sites...

Earlier this month, the Securities and Exchange Commission announced that it was reopening the comment period on proposed rules for listing standards for the recovery of erroneously awarded compensation. The SEC first proposed the rules way back in...

"A Round Robin is a Name given by Seamen, to an Instrument on which they sign their Names round a Circle, to prevent the Ring-leader being discover'd by it, if found."*

"As I was walking down the street one dayA man came up to me and asked me what the time was that was on my watch, yeahAnd I said . . ."*

Chapter 5 of the California General Corporation law prohibits a distribution to shareholders unless certain...

Section 206 of the California Corporations Code provides that a corporation organized under the General Corporation Law may engage in any "business activity", subject to any limitation contained in its articles of incorporation and compliance with...

Last week, the Securities and Exchange Commission announced that it was reopening the comment period on proposed rules for listing standards for the recovery of erroneously awarded compensation. One issue that I doubt that they are looking for is...