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Acquisitions Corporations Code

Fenwick & West LLP

Nevada Legislature Adopts Significant Amendments to its Corporate Law to Further Entice Corporations to Incorporate or...

Fenwick & West LLP on

Not to be outdone by Delaware and Texas, the Nevada Senate voted unanimously on May 21, 2025, to adopt Assembly Bill No. 239 (AB 239), which provides for significant amendments to the Nevada Revised Statutes (NRS) governing...more

Goodwin

Governor Vetoes California Assembly Bill 3129, Regulating Private Equity- and Hedge Fund-backed Healthcare Transactions

Goodwin on

On Saturday, September 28, California Governor Gavin Newsom vetoed Assembly Bill 3129. ...more

BakerHostetler

California Pharmacies Put on Notice: California’s Pharmacy Transaction Notice Requirement

BakerHostetler on

As of January 1, 2025, parties to transactions involving pharmacies located in California may also need to file a written notice with the California Attorney General. Assembly Bill 853 (AB 853), codified at Part 14 to...more

Allen Matkins

Governor Signs Bill Prohibiting Any Grocery Store Purchases Without Prior Written Notice To The Attorney General

Allen Matkins on

Anyone planning to buy a loaf of bread or head of lettuce next year will need to plan ahead.  Last weekend, Governor Newsom signed AB 853 into law.  This bill provides that "no person shall acquire, directly or indirectly,...more

Allen Matkins

California Bill Would Require Prior Attorney General Approval Of These "Material" M&A Agreements

Allen Matkins on

The California legislature is currently considering a bill, AB 2080 (Wood) that would, among other things, require notice to, and the written consent of, the Attorney General before entering into an agreement or transaction...more

Allen Matkins

Something Is Missing From Section 1203

Allen Matkins on

In 1988, the California legislature enacted a unique fairness opinion requirement for certain "interested party" tender offers, including a share exchange tender offers (Section 183.5) or written proposals for a written a...more

Brownstein Hyatt Farber Schreck

Nevada Legislature Innovates Corporation and LLC Laws

The Nevada Legislature and Gov. Steve Sisolak have recently approved Assembly Bill No. 207 (AB 207), a bill passed under the leadership and guidance of Assembly Speaker Jason Frierson. AB 207 makes certain meaningful changes...more

Allen Matkins

Are Share Exchange Tender Offers Limited Only To Acquisitions Of California Corporations?

Allen Matkins on

Recent posts have been discussing California's regulation of "share exchange tender offers". Corporations Code Section 183.5 defines a "share exchange tender offer" as...more

Allen Matkins

Buyer Liability Under The California Corporate Securities Law

Allen Matkins on

My post on October 19, 2018, post concerned liability under Section 12(a) of the Securities Act of 1933. As noted in the post, Section 12(a)(2), unlike Section 12(a)(1), is an antifraud statute. It imposes liability on any...more

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