California Finders Bill Trapped In The Weeds As Legislative Deadline Looms


The question of whether finders’ fees can be paid in securities transactions has bedeviled issuers for decades.  The Corporations Committee of the Business Law Section of the California has tried to address this recurring problem by sponsoring AB 713 (Wagner).  In a nutshell, the bill would attempt to bring some certainty to the status of finders by excluding from the definition of a “broker-dealer” a natural person who satisfies a number of conditions, including the filing of a notice with the Department of Business Oversight and paying a fee.  However, since passing out of the Assembly with strong support, the bill has moved fitfully forward in the Senate.  Currently, the bill is pending in the Senate Standing Committee on Appropriations where it is being “held under submission”.  In essence, this means that there is no motion for the bill to move out of committee because the bill needs further discussion and work.  Unfortunately, the clock on this biennial session is quickly running out.  Sunday, August 31, 2015, is the last day for the Assembly and the Senate to pass bills.  Cal. Const. Art. IV, Sec 10(c) and Joint Rule 61(b)(17).

What Was August Called Before Octavian?

Tomorrow will be the bi-millennial anniversary of the death of Gaius Octavius who is better known to history as the Roman emperor Augustus.   We have the following account of his death from Caius Suetonius Tranquillus:

obiit in cubiculo eodem, quo pater Octavius, duobus Sextis, Pompeio et Appuleio, cons. XIIII. Kal. Septemb. hora diei nona, septuagesimo et sexto aetatis anno, diebus V et XXX minus.
He died in the same bedchamber as his father Octavius, in the consulship of the two Sextuses, Pompey and Appuleius, on the 14th day before the Kalends of September at the ninth hour [about 2:30 p.m.], 35 days shy of his 76th year.
Divus Augustus, Ch. 100, Sec. 1 (my translation).   If you’re wondering about the dates, the Romans had a very different (and complicated) method of identifying the days of the month.  Basically, there are three measuring points in a month – the Kalends, the Nones and the Ides.  In general dates were based on the number of days before or after these points.  Augustus’ death, according to Suetonius, fell 14 days before the Kalends of September.  Because the Kalends of September is the first day of the month, 14 days back (counting the Kalends as the first day) is August 19.  Before 8 B.C.E., the month of August was named “Sextilis” as it was the sixth month in the 10 month Roman calendar.   Sextilis was renamed August in honor of Octavian.  They could have chosen a worse name.  Much later, the Anglo-Saxons in England would name the month Weodmonað, meaning “weed month”.
The word “Kalends”, sometimes spelt Calends, is derived from the Latin Kalendae, which is derived from the Greek word, ?a?e??, meaning to call or announce (the priests would announce the new moon at the beginning of each month).  The English word “calendar” has the same history.


DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

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