Contact us with your California corporate & securities law questions (949) 353-6347 or Contact us here

Do You Indorse Or Endorse A Document?

When you indorse a check or stock certificate, you typically sign it on the back.  That makes etymological sense because "indorse" is derived from the Latin preposition in, meaning on, and dorsum, meaning back. 

But why do some folks choose to write...

Uniform Commercial Code

Don't Sleep On Your Lost, Destroyed Or Stolen Stock Certificate, Darlin'

Share certificates are subject to loss, destruction and even peculation.  The California General Corporation Law makes allowance for such misadventures by providing in Section 419 that a domestic corporation or a foreign corporation may issue a new...

California Corporations Code, Uniform Commercial Code

Why Your Stock Certificate Is Not A Security

Securities lawyers typically concern themselves with the federal securities laws (principally, the Securities Act of 1933, the Securities Exchange Act of 1934, and the two '40 Acts) and state "blue sky" laws (e.g., the California, the Corporate...

Uniform Commercial Code

Chametz And The California UCC

Nissan Is Both A Car Maker And A Month

The Jewish holiday of Passover (Pesach) begins at sundown this evening.  The holiday lasts for 8 days until April 16 (from the 15th of the Jewish month of Nissan until the 22nd of Nissan).

In preparation for...

Uniform Commercial Code

California Declares LLC Interests To Be And Not To Be Securities

Unlike the Securities Act of 1933, California's Corporate Securities Law of 1968 includes interests in limited liability companies in the list of securities:

"“Security” means any . . . interest in a limited liability company and any class or...

Corporate Securities Law, Limited Liability Companies, Uniform Commercial Code

This California Securities Law Allows California Issuers To Choose The Law Of Another Jurisdiction

One might reasonably expect that California law will apply to matters involving the transfer of securities issued by corporations and other issuers organized under California law.  These California issuers, however, are free to choose to have the...

Uniform Commercial Code

Judge Finds That Transfer Agent's Failure To Remove Restrictive Legend May Be Actionable

Transfer agents can find themselves in a difficult position when it comes to removing restrictive legends on stock certificates.  On the one hand, the Securities and Exchange Commission may take enforcement action against transfer agents who...

Uniform Commercial Code

Should One-A-Day Be Once-A-Day?

Miles Laboratories pioneered the concept of daily dosing of multivitamins and minerals in the 1940s with the introduction of its One A Day brand.  Now owned by Bayer AG, the brand encompasses a suite of vitamins for targeted at men, women and...

Uniform Commercial Code

Why Not All Purchasers Are Buyers

Modern English is partially the product of an unnatural grafting of French onto Old English.  It is for this reason that we often find two words for nearly the same thing.  Thus, we call the animal a cow  but the food beef.  The barnyard term is Old...

2-103, Uncategorized, 1-201, buyer, purchaser, UCC, Uniform Commercial Code

When "The Check Is In The Mail" Extinguishes A Debtor's Obligation

Most creditors likely assume that they have not been paid unless and until they receive checks from their debtors.  In many cases that assumption may be correct, but in some cases it won't be.  Section 1476 of the California Civil Code provides:


money order, performance, California Sui Generis, Civil Code Section 1476, landlord, Section 3310, Sleep EZ v. Mateo, tenant, UCC, Uniform Commercial Code



We offer expert advice with the intricacies of California law.

Our years of experience and expertise allow us to help clients navigate the business laws in California.



30172DBAB0084D3A8F39D7AF0A8E79BC.ashxKeith Paul Bishop
Partner at Allen Matkins
(949) 353-6328
 Contact me
Learn More About Keith

JD Supra Readers Choice Top Author 2020



Get the latest news and analysis about California Corporate & Securities law. Subscribe to our newsletter today!

We respect your email privacy


see all