California Corporate & Securities Law

Many law firms will undoubtedly publish alerts on yesterday's decision by the Ninth Circuit Court of Appeals in Pirani v. Slack Techs., 2021 U.S. App. LEXIS 28319. The court held that issue arose from the New York Stock Exchange's rule allowing...

California requires the approval of the outstanding shares of a California corporation and its board of directors when it sells, leases, conveys, exchanges, transfers or otherwise disposes of all or substantially all of its assets other than in the...

Doug Cornelius at Compliance Building took note of an Securities and Exchange Commission order issued last Friday instituting proceedings against an investment adviser, Diastole Wealth Management, Inc., for inadequate disclosure of conflicts of...

Gertrude Stein's  1933  book The Autobiography of Alice B. Toklas is well known.  Her 1937 sequel, Everybody's Autobiography, is not.  Despite the relative obscurity of Everybody's Autobiography, one line of the book is known to just about everyone -...

“If you want to keep a secret, you must also hide it from yourself.”― George Orwell, 1984

When I served as Commissioner of Corporations, the Department had no website and all files were maintained in paper form. I initiated a project to create electronic records. Long after my tenure ended, the Department of Business Oversight in 2014...

A recent decision by the Nevada Supreme Court highlights the definition of "sale" in Section 25017 of the California Corporations Code. The suit arose from the plaintiff's claim that certain facts were not disclosed to him before he exercised his...

As has been noted over the years in this space, California strictly prohibits "underground regulations". These are regulations adopted and enforced by state agencies without complying with the public notice and comment requirements of the California...

"Qu'ils mangent de la brioche"