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Moving Your Principal Executive Office? Don't Forget To Make This Filing

Note to readers:  This blog has been updated to correct and clarify the original posting.

A foreign corporation registering to transact intrastate business in California must disclose, among other things:

  • The street address of its ...

Secretary of State, California Secretary of State, foreign corporation

Bill Would Restrain Online Disclosures By The Secretary Of State

California's legislature reconvened last week for the second year of its biennium.  Assemblyman Marc Steinorth began the session by introducing a bill requiring the Secretary of State to exclude certain personal information that is provided online.  

Secretary of State

Cannabizfile Comes To California

California Secretary of State Alex Padilla wants to help entrepreneurs in California by launching a new online business portal.  According to Secretary of State's press release, the new portal, coined "Cannabizfile", provides useful information...

cannabis, cannabizfile, marijuana, portal, Secretary of State

Filing Statements Of Information Online

Last June, the California Secretary of State's office announced bizfile California, which it described as "a new online portal to help businesses file, search, and order business records quickly and conveniently from one webpage".  Bizfile...

llc, Section 17702.09, Secretary of State, applicable filing period, bizfile California, foreign, Limited Liability Company, Statements of Information

Nevada Now Requiring Director Names Upon Incorporation

Until this month, incorporators of Nevada corporations were required to file an initial list of its officers and directors on or before the last day of the first month after filing the initial articles of incorporation (unless the corporation...

Nevada Corporations, nevada corporation, Secretary of State, AB 123 (Ellison), alternative due date, initial list, NRS 78.150

Incorporating Under A Disparaging Name

In Matal v. Tam, 2017 U.S. LEXIS 3872 (June 19, 2017), the U.S. Supreme Court found the "disparagement clause" of the Lanham Act violates the Free Speech Clause of the First Amendment.  The "disparagement clause" prohibits the registration of...

First Amendment, free speech, matal v. tam, Secretary of State, business name, entity name, Supreme Court

Disclaiming Proper Appointment With The Secretary Of State - "All You Have To Do Is Ask"

A lot of things in life may upset you.  One these might be discovering that you have been improperly appointed as an agent for service of process, director or officer of a California corporation.  Corporations Code Section 1503(b) somewhat oddly...

properly appointed, RA-100, resignation, Section 1503, Secretary of State, disclaim appointment, DSCL-100, resign

Looking For A Deceased Celebrity's Successor-In-Interest? The Secretary Of State Has An Answer

The California Secretary of State's office is the repository for a vast a disparate number of filings.  Few people, for example, may be aware that they may register with the Secretary of State's office as a successor-in-interest to a deceased...

Secretary of State, deceased personality, Section 3344.1, successor-in-interest

This Foreign Corporation's Status May Be Forfeited, But The Resident Agent Remains

A recent ruling by U.S. District Court Judge Otis D. Wright II illustrates how it may be easier to enter California than to leave it.  Real v. St. Jude Med., Inc., 2017 U.S. Dist. LEXIS 47081 (C.D. Cal. Mar. 29, 2017)

In 1996, St. Jude Medical,...

Real v. St. Jude Medical, resident agent, Section 2114, Secretary of State, foreign corporation, Otis D. Wright II, service of process

I Deliver Some Round Observations About California's Rounding Rule

Yesterday's post concerned various actions that a California corporation may pursue in lieu of issuing fractional shares.  I left for today the subject of rounding.  Section 407 of the Corporations Code expressly permits rounding to...

Mergers & Acquisitions, rounding, Secretary of State, Bill Holden, fractional shares, Harold Marsh Jr, Section 407



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