California Corporate & Securities Law

The possible application of California's Corporate Securities Law of 1968 may not be the first thing that comes to mind when amending charter documents. However, Section 25120 of the California Corporations Code makes it unlawful for any person to...

Last summer, I noted that the California Secretary of State's form of certificate of cancellation for limited partnerships required the statement that upon filing a certificate of cancellation, a limited partnership's powers, rights, and privileges...

Section 496(a) of the California Penal Code criminalizes the receipt of stolen property.  Section 496(c) provides that a person injured by a violation of Section 496(a) may "bring an action for three times the amount of actual damages, if any,...

The California Corporations Code governs the birth and death of a wide variety of entities, including corporations, limited partnerships, and limited liability companies. The provisions relating to each of these types of entities are generally the...

The concept of a "designated office" is important to both domestic and foreign limited partnerships under California's Uniform Limited Partnership Act of 2008. In order to form a limited partnership under the act, the certificate of limited...

What law governs the relations among the partners of a limited partnership and what law governs the relations between the partners and a limited partnership? Section 15901.06 of the California Corporations Code provides a partial answer to both of...

In preceding posts, I commented on the multifarious definitions of "person" in the Securities Act of 1933, the Exchange Act of 1934 and various laws within the California Corporations Code. As noted, the Corporations Code's definition of "person" is...