California Corporate & Securities Law

The first law signed by California's first Governor, Peter Burnett, was the The Act Concerning the Public Archives (Chapter 1, Statutes of 1850). The act instructed the Secretary of State, William Van Voorhies, to classify and safely keep government...

In 2018, the California legislature established a "ministry of truth" within the California Secretary of State's office - the Office of Elections Cybersecurity. By statute, the OEC has a duty “[t]o monitor and counteract false or misleading...

On Monday, four California state senators introduced a bill, SB 261, that would require businesses to prepare and submit climate-related financial risk reports.  The bill would apply to any corporation or other business entity formed under the laws...

The California Revised Uniform Limited Liability Company Act authorizes the conversion of a California limited liability company into an "other business entity", a "foreign other business entity", or a "foreign limited liability company". Cal. Corp....

Last summer, I noted that the California Secretary of State's form of certificate of cancellation for limited partnerships required the statement that upon filing a certificate of cancellation, a limited partnership's powers, rights, and privileges...

Section 2105 of the California Corporations Code prohibits a foreign corporation from transacting intrastate business in California without having first registered with the California Secretary of State. A foreign corporation that does not transact...

Conversions will soon be less cumbrous for California corporations. Current law authorizes various types of California business entities to convert in a one-step process into business entities organized under the laws of another jurisdiction...

A corporation with an "active-pending termination" status can be returned to Active status by filing a Revocation of Election to Terminate, also known as a Revocation of Election to Wind Up and Dissolve, that meets the requirements of California...

In April, I wrote about AB 2431 which modifies the statement of information a statement requirement for LLCs.  In 2020, the legislature enacted AB 3075 (Gonzalez) to require that statements of information filed with the California Secretary of State...