California Corporate & Securities Law

UCLA Law School Professor Stephen Bainbridge posted some thoughts yesterday on the meaning of contractual "best efforts" requirements.  See What do "best efforts" and variants mean? A proposed set of definitions. The springboard for Professor...

In February, I published a post entitled Is California "The Biggest Loser". My reference was to Professor Lynn LoPucki's finding that "California, home to 1,210 [public] companies but state of incorporation for only 112, is the biggest loser"....

Section 710(b) of the California Corporations Code defines a "supermajority vote" as a requirement set forth in a corporation's articles of incorporation (or certificate of determination) that specified actions be approved by a larger proportion of...

In early January, California Senate President pro Tempore Kevin de León and Assembly Speaker Anthony Rendon jointly announced that the California Legislature had hired outside legal counsel to advise on potential legal challenges with the incoming...

Last September, California Governor Jerry Brown signed into law SB 1234 (De León) which implements the California Secure Choice Retirement Savings Program. 2016 Cal. Stat. ch. 804. If you haven't heard of the program, California State Treasurer John...

The creditable H.W. Fowler described "factor" as "one of those words . . . which are so popular as thought-saving reach-me-downs that all meaning is being rubbed off them by constant use."  Fowler's Modern English Usage (2d ed. p. 184).