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Statement of Information

Allen Matkins

Knowingly Offering A False Annual Statement For Filing With The Secretary Of State Is A Felony

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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

Allen Matkins

Why It Is Impossible To File Articles Of Incorporation And A Statement Of Information Simultaneously And A World Without Chevron

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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

Allen Matkins

Federal Judge Enjoins Physician Gag Law

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Last year, the California legislature enacted statutory changes ostensibly to limit the spread of misinformation and disinformation about COVID-19 by licensed physicians.  2022 Cal. Stats. ch. 938 (AB 2098)....more

Allen Matkins

California Legislates Covid-19 Orthodoxy

Allen Matkins on

Three millennia ago, the Egyptians began the practice of treating disease by the letting of blood.  Bloodletting became an accepted practice worldwide.  King Charles II and George Washington both endured bloodlettings.  In...more

Allen Matkins

Why No Change Is Not An Option

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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

Allen Matkins

Must A Corporation Have A Physical Location?

Allen Matkins on

Gertrude Stein's  1933  book The Autobiography of Alice B. Toklas is well known.  Her 1937 sequel, Everybody's Autobiography, is not.  Despite the relative obscurity of Everybody's Autobiography, one line of the book is known...more

Patton Sullivan Brodehl LLP

A Curb on LLC Form Filing Shenanigans?

In California, all LLCs are required to periodically file a Statement of Information with the Secretary of State.  The Statement of Information is posted to the Secretary of State’s website, and can be accessed by the public...more

Allen Matkins

Print Your Own Entity Status Letter!

Allen Matkins on

The California Secretary of State suspends or forfeits an entity for failure to file the required Statement of Information, and in the case of a domestic corporation that is an association formed to manage a common interest...more

Allen Matkins

What Is The "Applicable Filing Period" For A Foreign Corporation?

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Section 2117 of the California Corporations Code requires every foreign corporation (other than a foreign association) that is qualified to transact intrastate business to file a statement of information.  The initial...more

Hinshaw & Culbertson - Employment Law...

Hinshaw's 12 Days of California Labor & Employment Series – Day 5: New Successor Liability for Wage and Hour Judgements

In the spirit of the season—and keeping some semblance of normal—we are using our annual "12 days of the holidays" blog series to address new California laws and their impact on California employers. On this fifth day of the...more

Jackson Lewis P.C.

New Requirements For Corporations’ Statement Of Information

Jackson Lewis P.C. on

On September 30, 2020, Governor Newsom signed Assembly Bill 3075 (“AB 3075”) which expands the information corporations must include in the corporation’s statement of information filed with the California Secretary of State....more

Allen Matkins

When Is Your Corporation's Annual Statement Due?

Allen Matkins on

California law requires that every California stock, agricultural cooperative and registered foreign corporation file a Statement of Information with the California Secretary of State.  Initial statements must be filed within...more

Allen Matkins

Filing Statements Of Information Online

Allen Matkins on

Last June, the California Secretary of State’s office announced bizfile California, which it described as “a new online portal to help businesses file, search, and order business records quickly and conveniently from one...more

Pillsbury Winthrop Shaw Pittman LLP

A Limited Exception - California enacts new rules governing exemption for finders in securities transactions

The California Department of Business Oversight has enacted final rules to implement an exemption from broker-dealer registration licensing requirements in California for individuals acting as “finders” in securities...more

Allen Matkins

Why The Location Of The Principal Executive Office Matters

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The California General Corporation Law does not require that a California corporation have a principal executive office located in California. In fact, Section 177 explicitly contemplates that a corporation’s PEO may be...more

Allen Matkins

The DBO Wants Your Social Security Number, But Is It Legal?

Allen Matkins on

Readers will recall that last year the California legislature created a statutory exemption for finders from the California’s registration requirement for broker-dealers (Chap. 743, Stats. 2015). That exemption, codified at...more

Thomas Fox - Compliance Evangelist

Ken Adam and the Imagination of Reality – Corporate Governance

Ken Adam died earlier this month. If you are anything close to a James Bond aficionado, his name is well known to you for his creation of the fabulous sets on all the movies from Dr. No to Moonraker. I still marvel at the...more

Ballard Spahr LLP

Assignee Not Liable Under TILA for Mortgage Servicer's Failure to Provide Payoff Statement, 11th Circuit Holds

Ballard Spahr LLP on

The assignee of a residential mortgage loan is not liable under the Truth In Lending Act (TILA) for a loan servicer's failure to timely provide a payoff demand, the 11th Circuit recently held. TILA requires that a mortgage...more

Allen Matkins

Future Filing Date Or Future Effective Date?

Allen Matkins on

In general, the date of filing an instrument under the General Corporation Law is the date on which it is received by the Secretary of State’s office. Cal. Corp. Code §110(a). There are at least three exceptions to this rule....more

Nossaman LLP

Limited Liability Companies Forced into Compliance

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California limited liability companies and foreign limited liability companies (LLCs) registered in California must file a Statement of Information with the California Secretary of State within 90 days after the articles of...more

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