California Corporate & Securities Law

It does not take much to create a partnership under California's Uniform Partnership Act of 1994, which defines a partnership as "the association of two or more persons to carry on as coowners a business for profit forms a partnership, whether or...

Earlier this week, I wrote about a recent article by Professor Douglas K. Moll that argues that treating contractual disclaimers of partnership as dispositive is inconsistent with modern statutes, including the Revised Uniform Partnership Act. Among...

Professor Douglas K. Moll at the University of Houston recently published an interesting article in The Journal of Corporation Law that tackles the question of whether parties may contract out of a general partnership relationship. He concludes...

The California Corporations Code is a strange place to look for guidance on the rights and obligations of spouses during marriage. However, Section 721(b) of the Family Code provides that the relationship between spouses "is a fiduciary relationship...

Under California's former general partnership law, a partner was a "coowner with the other partners of specific partnership property holding as a tenant in partnership."  Former Cal. Corp. Code § 15025(1).  Whether this was actually the case was ...

The anomalously named California Uniform Partnership Act of 1994 specifies when a partner in a general partnership "dissociates". Cal. Corp. Code § 16601. Upon dissociation, a general partner loses the right to participate in the management and...

The California Uniform Partnership Act of 1994 permits, but does not require, a general partnership to file a statement of partnership authority with the California Secretary of State's Office. Cal. Corp. Code § 16303. Among other things, the...

In 1905, Albert Einstein proposed that light, which until then had been considered to exist as waves, must also be regarded as particles.  Later, Nobel Prize winner Louis-Victor-Pierre-Raymond, 7^th duc de Broglie, found that electrons have wave and...