California Corporate & Securities Law

In this post published yesterday, John Jenkins discussed a proposed Nasdaq rule regarding notification and disclosure of reverse stock splits. In light of John's post, I thought a brief refresher on California's treatment of reverse stock splits...

As has been discussed in previous posts, Part 5 of the Corporation Securities Law of 1968 establishes violations and Part 6 prescribes remedies. For example, Corporations Code Section 25401 in Part 5 provides, in part, that it is unlawful for any...

A new paper ostensibly connects the dots between failing to file a Form D, as required by Regulation D, and "patent trolls".   A "patent troll" is a company, typically that does not produce any product or provide any service, that purchase patents for...

In June of last year,  noted the introduction of a bill that would subject digital financial asset businesses to licensing in California.  See California Fingers Digital Financial Asset Businesses For Licensing. In September, Governor Gavin Newsom...

The definition of a "real estate broker" under the California Real Estate Law encompasses much more than simply selling real estate.   For example, Business & Professions Code Section 10131.3 defines a real estate broker as "a person who, for another...

A week ago, the United States Securities and Exchange Commission charged Kim Kardashian with touting on social media a crypto asset security offered and sold by EthereumMax without disclosing the payment she received for the promotion. According to...

In June, I reported that Assemblymember Grayson had gutted and amended AB 2269 to establish a "Digital Financial Assets Law" to be administered by the Department of Financial Protection & Innovation. The bill was amended earlier this week to, among...

Section 25102.5 of the California Corporations Code exempts from the issuer qualification requirement of the Corporate Securities Law of 1968 a "transaction" that is the sale of: (i) a series of notes secured directly by an interest in the same real...

I started practicing law in the same year that California enacted a limited offering exemption for the offer and sale of securities in issuer transactions, Cal. Corp. Code § 25102(f). Before then, issuers had to rely on California's very burdensome...