(Podcast) California Employment News: Understanding ADA/FEHA Requirements and the Interactive Process
California Employment News: Understanding ADA/FEHA Requirements and the Interactive Process
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
The validity of a board meeting hinges on three things - a quorum, notice and call. Many lawyers focus on the first two and may overlook the third. For California and Nevada corporations, the question of who may call a...more
A recent post discussed whether amending a shareholders agreement is subject to qualification under the California Corporate Securities Law of 1968. For the purpose of that discussion, it is important to recognize that not...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
My last several posts have discussed the current debate on the phenomenon referred to as "DExit", which refers to Delaware corporations that choose to reincorporate in other states. In a recent article, Professor Bainbridge...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
Inspired by a push to repeal the Private Attorneys General Act (PAGA) by ballot measure (which we previously covered here and here), and at the urging of Governor Gavin Newsom, stakeholders have reached an agreement in...more
California Corporations Code Section 307(a)(7) provides that a "majority of the authorized number of directors constitutes a quorum for the transaction of business". Thus, if the authorized number of directors is 7 and there...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 recent months, a conversation has emerged as to whether Delaware should remain the favored state of incorporation for business entities. Indeed, many of our clients have asked us whether they should remain in Delaware or...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
I recently discussed whether chat messages constitute "minutes" of a meeting. A related question is whether emails constitute a meeting....more
In California, some things are not what they seem. Here, a bumblebee, a crab or snail can be a fish, but a goldfish may not be a fish. Now, a bill is pending in the California legislature which threatens even more violence...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
In February of this year, California Assembly Member Jesse Gabriel introduced a bill making certain technical, nonsubstantive changes to a provision of the Penal Code concerning the removal of prison inmates for court...more
Yesterday I wrote about my concern that about the constitutionality of SB 1168 (Limón). This bill would allow the California Secretary of State to cancel the articles of incorporation or the filing of a statement and...more
I suspect that many practitioners would assume that the law of the state of incorporation would determine the viability of an exculpation clause in a corporation's articles of incorporation. Thus, I was surprised to read...more
Last month, California State Senator Monique Limón introduced a bill, SB 1168, that would endow the California Secretary of State with the power to cancel the articles of a domestic corporation or the filing of a statement...more
Last Friday, John Jenkins wrote about another momentous ruling by Chancellor Kathaleen St. J. McCormick. In Sjunde AP-Fonden v. Activision Blizzard, Inc., 2024 WL 863290 (Del. Ch. Feb. 29, 2024), she ruled...more
Section 705(a) of the California Corporations Code provides that no proxy is valid after the expiration of 11 months from the date thereof unless otherwise provided in the proxy. This is a reflection of the fact that proxies...more
Professor Stephen Bainbridge recently commented on a decision by Vice Chancellor J. Travis Laster finding that Section 141(a) of the Delaware General Corporation Law trumps most of the provisions of a so-called "new wave"...more