The Salon Sub Rosa And Nevada Corporate Law

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Rachel Anderson is a law professor at the University of Nevada, Las Vegas Boyd School of Law. She has a website, Salon Sub Rosa, which carries the subtitle of “Musings in the Harlem Renaissance”. Her site provides a wealth of information on Business Law & Policy, Education Law & Policy, and Nevada Law & Policy. Recently, she was kind enough to include this brief review of Bishop & Zucker on Nevada Corporations and Limited Liability Companies.

In explaining the title of her site, Professor Anderson points out that ”Sub rosa means in secret and, translated literally, sub rosa means under the rose”. The term “sub rosa” can be found in numerous California opinions. See, e.g., People v. Gilmore, 239 Cal.App.2d 125, 130 (1965) (“for surely it is within the realm of common knowledge and common sense that uniformed or otherwise known policemen are unable to penetrate the sub rosa world of the narcotics peddler.”).

My favorite literary mention of meeting under the rose, is Horace’s famous fifth ode which begins:

Quis multa gracilis te puer in rosa
perfusus liquidis urget odoribus
grato, Pyrrha, sub antro?

John Milton provided this translation “rendred almost word for word without rhyme according to the Latin measure, as near as the language will permit”:

What slender Youth bedew’d with liquid odours
Courts thee on Roses in some pleasant Cave . . .

What’s so clever about Horace’s poem is that word order actually follows the meaning. Thus, the “you” (te in Latin) is positionally embraced by the slender youth (gracilis puer) in the middle of the many roses (multa rosa). Then in the third line, Pyrrha (the woman being addressed) is positioned within the pleasing grotto (grato antro).


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