California Corporate & Securities Law

Section 1900(a) is the only provision of the California General Corporation Law that authorizes action by an exactly 50% vote of shareholders.  This action, moreover, may be taken without any action on the part of a corporation's board of...

Chapter 5 of the California General Corporation Law imposes certain limitations on a corporation's distributions to its shareholders.  Section 166 of the Corporations Code defines "distribution to its shareholders" to include the purchase or...

I didn't take note of AB 1535 (Maienschein) when it was introduced earlier this year because I thought it was a "spot" bill.  See "See Spot Run". As introduced, the bill simply added "which may include a reference to a separate shareholder...

Decisions by U.S. District Court judges typically begin with an identification of the parties, an explanation of the procedural posture of the case, or a description of the dispute.  Chief Judge Lawrence J. O'Neill, however, chose to begin a recent...