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California Finders Bill Moves To Senate on 73-1 Vote

Yesterday, I wrote about a recent no-action letter issued by the SEC’s Division of Trading and Markets with respect to “M&A Brokers”. Here in California, the legislature is considering a bill, AB 713 (Wagner) that would...more

2/7/2014 - Accredited Investors Acquisitions Broker-Dealer Finders Mergers Notice Requirements Offering Documents SEC Securities

Legislature Repeals Subversive Organization Registration Law And Loosens Advance Notice Requirement For Reorganizations

Just over a year ago, I posted this piece on California’s World War II era Subversive Organization Registration Law. A few months later, the Assembly Committee on Judiciary suddenly introduced a bill, AB 1405, to repeal the...more

8/19/2013 - Jerry Brown New Legislation Notice Requirements Registration Reorganizations Repeal Subversive Organizations

Political Spending Disclosure Bill Set For First Committee Hearing Today

In January, I wrote about Senator Noreen Evans bill, SB 121, that would require any corporation (as defined) that has shareholders located in California and that makes a contribution or expenditure (as defined)...more

4/3/2013 - Notice Requirements Political Campaigns Political Contributions Proposed Legislation

Without An “Intelligible Principle” Can The SEC Adopt Political Spending Rules?

In August 2011, Professor Lucian Bebchuk and nine other law professors submitted this petition asking that the Securities and Exchange Commission adopt rules requiring public companies to disclose to shareholders the use of...more

3/19/2013 - Intelligible Principle Notice Requirements Political Campaigns Political Contributions SEC Shareholders

Senator Seeks 24-Hour Advance Notice Of Corporate Political Contributions/Assemblymember Asks For Constitutional Convention

Yesterday, Broc Romanek noted the continuing interest in mandating disclosure of political spending by corporations. See Battle Lines Being Drawn: Political Spending Disclosures. We are also seeing activity here in...more

1/23/2013 - Disclosure Requirements Notice Requirements Political Contributions Shareholders

A Corporate Governance Lesson From Pericles

Before shareholders may take action at a meeting, a quorum must be established. See When The Best Offensive Strategy May Simply Be To Stay Home. The existence of a quorum does not guaranty that action has been validly taken...more

1/22/2013 - Corporate Governance Notice Requirements Quorum Shareholders

Where Have All The CAFA Notices Gone?

On February 18 2005, Congress enacted the Class Action Fairness Act (CAFA), P.L. No. 109-2 (28 U.S.C. §§ 1332(d), 1453, and 1711 – 1715). In enacting the CAFA, Congress sought to protect consumers and investors from...more

1/9/2013 - CAFA Class Action Notice Requirements Securities

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