Bar Exam Toolbox Podcast Episode 277: California Is Outsourcing the Bar Exam to Kaplan?!?
Law School Toolbox Podcast Episode 464: Listen and Learn -- Partnership Formation
Extending the Flexibility of Energy Storage With Julia Souder, LDESC — Battery + Storage Podcast
California Employment News: Understanding the Basics of Employee Personnel Files (Featured Podcast)
California Employment News: Understanding the Basics of Employee Personnel Files (Featured)
Consumer Finance Monitor Podcast Episode: California Consumer Finance Law - Hot Topics and Recent Developments
California Employment News: Brief Overview of Leave Laws All California Employers Should Be Aware Of (Podcast)
California Employment News: Considerations for Employment Termination
The ‘Long Arm’ of CIPA and Its Newfound Pen-Trap Claims
California Employment News: Top Developments in Wage and Hour Law for 2024 (Podcast)
California Employment News: Top Developments in Wage and Hour Law for 2024
(Podcast) California Employment News: SB848 – Protected Leave for Reproductive Loss
California Employment News: SB848 – Protected Leave for Reproductive Loss
California Employment News: Expanded Workplace Protections Regarding Cannabis Use
(Podcast) California Employment News: SB616 – Changes to Paid Sick Leave Law for 2024
#WorkforceWednesday: California's Upcoming Cyber Audit and Automated Tech Rules - Employment Law This Week®
(Podcast) The Briefing: IP Rights and the “Public Good” Exemption to California’s Anti-SLAPP Law: An Update
The Briefing: IP Rights and the “Public Good” Exemption to California’s Anti-SLAPP Law: An Update
California Employment News: Best Practices for Employers to Start The New Year (Archive)
(Podcast) California Employment News: Enforceability of Non-Compete Agreements
The California Corporations Code is a misnomer. While the Corporations Code does in fact govern corporations, it also governs a wide variety of unincorporated entities, including general partnerships, limited partnerships,...more
A significant amount of background is required to answer the question of whether amending a shareholders agreement is subject to qualification under the California Corporate Securities Law. As an initial matter, the CSL...more
Delaware practitioners and legal scholars are digesting the implications of SB 313 which adds a new Section 122(18) to the Delaware General Corporation. According to the bill's synopsis, this new provision...more
California is a very linguistically diverse state with an estimated 200 plus different languages being spoken. Within my own family, English is not the primary language spoken at home by any of my grandchildren. Yet, the...more
Seven years ago, I addressed the question of whether the board of directors of a California corporation could remove a fellow director...more
The classic model of corporate governance is that the board of directors appoints and removes the principal corporate officers. This is consistent with the general principle that the business and affairs of a corporation...more
The Statement of Information required pursuant to California Corporations Code Section 1502 is not required to be signed under penalty of perjury. However, the statute does require that the corporation (not the individual...more
NRS 107.028(1)(d) requires that a trustee under a deed of trust be a "domestic or foreign entity which holds a current state business license issued by the Secretary of State pursuant to chapter 76 of NRS". In Mahban v....more
The California General Corporation Law is part of the California Corporations Code, but not every corporation incorporated in California is formed or governed by the General Corporation Law. In fact, the Corporations Code...more
In a recently published article, Professors Samantha J. Prince & Joshua P. Fershée focus on the propensity to conflate corporations with limited liability companies...more
Meredith Ervine recently wrote about reverse stock splits and Nasdaq listed issuers. A reverse stock split is the "go to" solution for many listed issuers whose share prices fall below the minimum continued stock exchange...more
One difficulty of answering the question of whether a general counsel is a corporate officer is that the California General Corporation Law does not define "officer". Corporations Code Section 312(a) requires a corporation...more
A California corporation begins existence upon the filing of its articles of incorporation. Cal. Corp. Code § 200(c). The filing of initial articles of incorporation starts a 90 day clock on the filing of the newly hatched...more
Recently, I took note of the fact that the California Supreme Court as granted review of EpicentRx, In.c v. Superior Court, 95 Cal. App. 5th 890 (2023), review granted 539 P.3d 118 (2023). This was a case that...more
Recently, Professor Ann Lipton wrote that the California Supreme Court has granted review of EpicentRx, In.c v. Superior Court, 95 Cal. App. 5th 890 (2023), review granted 539 P.3d 118 (2023). This was a case that I...more
The California General Corporation Law provides that a California corporation that is dissolved continues to exist for the purpose of, among other things, defending actions against it. Cal. Corp. Code § 2010(a). This, of...more
The California General Corporation Law providers that the corporate existence begins upon filing of the articles. Cal. Corp. Code § 200(c). However, some California corporations have been birthed without the filing of...more
In November 2018, the citizens of Mission Viejo elected three persons to the City Council for two-year terms of office, rather than four years as prescribed by California Government Code section 57377. This was done pursuant...more
The California General Corporation Law permits shareholders to take action by written consent, unless otherwise provided in the articles of incorporation. Cal. Corp. Code § 603(a). When shareholder action is taken by...more
Nine years ago, I posed the question of whether the California General Corporation Law permits corporations to serve as directors. My answer at the time was "no" because Section 164 of the Corporations Code defines...more
Statutory time periods can be ambiguous. For example, what does "six months" mean when one month has 28 or 29 days, other months have 30 days and still others have 31 days....more
Neither California's nor Delaware's General Corporation Law expressly prohibits directors from being represented by proxy at board meetings. However, it appears to have been well settled in Delaware since at least 1915 that...more
In most cases, Generally speaking, only the record owners of shares on the record date are entitled to vote under the California General Corporation Law. As with most generalizations, however, there are exceptions. For...more
Section 908 of the California Corporations Code provides that when a California corporation files a certificate of amendment, the articles of incorporation shall be amended in accordance with the certificate and any stock...more
In 2022, the California legislature enacted amendments to the California General Corporation Law allowing corporations formed under that law to ratify or validate otherwise lawful corporate actions. 2022 Cal. Stats. Ch....more