Scaling Success: Hanley Energy’s Journey From Ireland to the U.S.
Wiley's 10 Key Trade Developments: Outbound Investments and CFIUS Review
AGG Talks: Cross-Border Business - How Foreign Companies Can Protect Their IP and Brand in the U.S.
AGG Talks: Cross-Border Business - Navigating Business Etiquette and Intercultural Communications Around the Globe
AGG Talks: Cross-Border Business - Privacy & Cybersecurity Considerations for Non-U.S. Companies
AGG Talks: Cross-Border Business — Episode 6: Immigration Insights for Companies Expanding Into the U.S. - Part 2
AGG Talks: Cross-Border Business — Episode 6: Immigration Insights for Companies Expanding Into the U.S. - Part 1
GILTI Conscience Podcast | Pillar Two Analysis: An Asia Pacific Viewpoint
GILTI Conscience Podcast | Gearing Up for Pillar Two
AGG Talks: Cross-Border Business - Economic Incentives for Foreign Companies Entering the U.S.
AGG Talks: Cross-Border Business - Corporate Considerations for Scaling Across Borders
AGG Talks: Cross-Border Business - U.S. Tax Considerations for Scaling Across Borders
AGG Talks: U.S. Bankruptcy Basics for Foreign Investors
10 Things Lawyers Should Know About BVI Transactions
Nota Bene Episode 109: Asia Q1 Check In: China’s Emergence as the Number One World Economy and New Hegemonic Role in Asia with Paul Kim
The Evolution of Cross-Border Restructuring Processes
Nota Bene Episode 93: Navigating the New Global Cybersecurity Compliance Landscape with Scott Giordano
National Security Podcast: US Government Zeros in on China
Nota Bene Episode 85: Trade Wars - The Rise of Export Controls and the Impact on the Growth of Technology with Reid Whitten
Nota Bene Episode 80: South Korea’s Bellwether on the Pandemic Market Recovery with Paul Kim
Recently, I wrote that California Senator Monique Limón had introduced legislation, SB 1186, that would allow the Secretary of State to cancel the articles of incorporation or the filing of a statement and designation by a...more
Earlier this week, Senator Melissa Hurtado amended her placeholding bill, SB 738, to flesh out her proposed Corporate Transparency Act. As amended, the bill would require foreign corporations that register to transact...more
Section 2105 of the California Corporations Code prohibits a foreign corporation from transacting intrastate business in California without having first registered with the California Secretary of State. A foreign...more
Section 2115 of the California Corporations Code famously purports to impose numerous provisions of the General Corporation Law on foreign corporations if two tests are met. One of these tests, the so-called "business...more
California permits foreign and domestic corporations to file a statement of statement of "No Change" (Form SI 550NC) if the following three conditions are met...more
When a California corporation merges into a foreign corporation, the merger becomes effective in accordance with the law of the jurisdiction in which the surviving corporation is organized. In California, the merger will be...more
The California General Corporation Law defines "foreign association" as a business organization organized as a trust under the laws of a foreign jurisdiction. Cal. Corp. Code § 170. For purposes of Chapter 21 of the GCL, a...more
Every publicly traded California corporation and every publicly traded foreign corporation that is registered with the California Secretary of State to transact intrastate business must file an annual Corporate Disclosure...more
In this post, I questioned the accuracy of the California Secretary of State's definition of "publicly held corporation", a term that is used in both the female and underrepresented communities quota statutes. Cal. Corp....more
A California corporation or a foreign corporation that has registered to transact intrastate business in California may be required to file either one or two annual statements with the Secretary of State. It may also be...more
A foreign corporation registering to transact intrastate business in California must disclose, among other things - - The street address of its principal executive office. - The street address of its principal office in...more
No statutory authority exists in California for a foreign corporation that is qualified to transact intrastate business in California to amend the state or place of domicile. A foreign corporation desiring to make this...more
The legislation creating California's female director board quota requires the Secretary of State to publish on his Internet website a report no later than March 1, 2020 a report of the following...more
Corporations Code Section 301.3(a) provides: "No later than the close of the 2019 calendar year, a publicly held domestic or foreign corporation whose principal executive offices, according to the corporation’s SEC 10-K...more
Yesterday's post discussed how to effect service on a foreign corporation. Two of three statutory options relate to service on an agent of the corporation. What if an agent cannot be found? Mirabile dictu! The GCL provides...more
I wrote that the California General Corporation Law defines "foreign corporation" to include, for some but not all purposes, business associations organized as trusts under the laws of a foreign jurisdiction. Cal. Corp. Code...more
A foreign corporation that transacts intrastate business in California must first obtain a certificate of qualification from the California Secretary of State by filing a statement of designation. Cal. Corp. Code § 2105(a)....more
The California legislature has directed the Secretary of State to publish a report by March of next year on the number of corporations that are in compliance with the state's unique board gender quota law. The legislature has...more
California's new female director quota requirement applies to publicly held domestic or foreign corporations with their principal executive offices located in California. Cal. Corp. Code §§ 301.3 & 2115.5. California's older...more
California's Administrative Procedure Act requires that a state agency follow a rigorous notice and comment process when adopting a regulation. Although the APA broadly defines "regulation", forms are excepted. Gov't Code...more
• ECRA became law on August 13, 2018. It is the permanent statutory authority for the EAR, which is administered by the U.S. Department of Commerce’s BIS. The new law codifies long-standing BIS policies and does not require...more
California Corporations Code Section 191(d) provides that a “foreign lending institution” will not be considered to be “doing, transacting or engaging in business” in California solely by reason of engaging in specified...more
The California Revised Uniform Limited Liability Company Act (RULLCA), which took effect on January 1 of last year, is fraught with drafting mysteries. Why, for example, did the legislature deem it necessary to change the...more
As I discussed in this earlier post, “transacting intrastate business” is not the same as “doing business” in this state. Foreign corporations and limited liability companies must register with the Secretary of State if they...more
The California Secretary of State has given notice of the following changes to business entity filings...more