Does California Or Colorado Law Apply To The Articles Of Incorporation of A Colorado Corporation?
Posted on March 13, 2024

I suspect that many practitioners would assume that the law of the state of incorporation would determine the viability of an exculpation clause in a corporation's articles of incorporation. Thus, I was surprised to read that this point was the...

Discerning When A Director Has Acted With "Reckless Disregard"
Posted on July 20, 2023

Section 204(a)(10) of the California Corporations Code permits the articles of incorporation to include provisions eliminating or limiting the personal liability of a director for monetary damages in an action brought by or in the right of the...

Want To File A Derivative Suit? You May Soon Be Required To Read Statutes
Posted on March 24, 2017

I have been writing recently about SB 203, a bill that is now pending in the Nevada legislature.  As introduced, the bill would, among other things, require the following:

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