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    Judge Rules Internal Affairs Doctrine Governs California Insider Trading Statute

    As I have mentioned on numerous occasions, California has its own insider trading statute - California Corporations Code Section 25402.  The statute is included in the California Corporate Securities Law of 1968.  In general, the jurisdiction of...

    California Securities Laws, Friese v. Superior Court, derivative, In re Sagent Technology, Insider Trading, internal affairs doctrine, Jon Tigar, Section 2116, Section 25402, Wells Fargo

    Nevada Supreme Court Adopts Delaware's Direct Harm Test For Derivative Claims

    On the same day that the Nevada Supreme Court rejected Delaware's approach to reviewing special litigation committee determinations, it adopted Delaware's test for determining whether a shareholder suit is derivative or direct.  Parametric Sound...

    Nevada Corporations, Parametric Sound Corp., Cohen v. Mirage, derivative, direct harm, Tooley v. Donaldson

    Court Of Appeal Holds LLC's Former Counsel May Represent Insider Defendants In Derivative Suit

    Derivative actions can be somewhat confusing.  Although the entity is essentially the plaintiff, it is named as a defendant.  Initially, one might question why must the corporation be named as a party?  I can think of at least two reasons.  First,...

    Limited Liability Companies, Richard M. Aronson, Derivative Suits, Beachcomber Management, CCP Section 382, derivative, disqualification, successive representation

    Federal Judge Rules Out Private Cause Of Action Under California Control Person Statute

    Some persons may be deemed to violate the Corporate Securities Law of 1968 even though they did not directly violate the law.  Corporations Code Section 25403(a) provides that a person who with knowledge directly or indirectly controls and induces...

    California Securities Laws, primary violator, Section 25403, Derivative Suits, Apollo Capital, control person liability, derivative, Jon S. Tigar, private right of action, Shaev v. Baker, Wells Fargo