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Delaware Corporation Headquartered In Utah Agrees To Buy Assets Of Another Delaware Corporation For Cash, So Why Does California Law Govern Shareholder Approval?

Overstock.com, Inc. is an on-line retailer with its principal executive offices located in Midvale, Utah.  Earlier this month, Overstock.com announced that it had agreed to buy the assets of Houserie, Inc.  Both companies are incorporated in...

Pseudo-Foreign Corporations

What Every Delaware Unicorn Needs To Know About The California General Corporation Law

Recently, I came across a list of unicorns.  These are private companies with valuations of $1 billion or more.  I can't vouch for the accuracy of the list, but I did recognize many of the names.  Many of the companies on the list shared two...

Pseudo-Foreign Corporations, foreign corporation, unicorn

What, Pray Tell, Is A "Foreign Corporation"?

Earlier this week, I wrote about Wellisch v. Pa. Higher Educ. Assistance Agency, 2017 U.S. Dist. LEXIS 40831 (N.D. Cal. Mar. 21, 2017).  The issue was whether the defendant, Pennsylvania Higher Education Assistance Agency, was required to register...

Pseudo-Foreign Corporations, s.a., Section 162, Section 171, 2017 U.S. Dist. LEXIS 40831, foreign corporation, gmbh, societe anonyme, transact intrastate business

Interstate Versus Intrastate Business - What's The Difference?

Some words are easily confused such as hyperthermia and hypothermia.  In the case of the former, one is overheated and in the case of the latter, one is not warm enough.  The difference becomes more understandable when one knows the roots of these...

Pseudo-Foreign Corporations, California Secretary of State, interstate business, intrastate business, Judge Beth Freeman, Section 2203, Wellisch v. Pennsylvania Higher

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30172DBAB0084D3A8F39D7AF0A8E79BC.ashxKeith Paul Bishop
Partner at Allen Matkins
(949) 353-6328
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