California Corporate & Securities Law

Earlier this week, the Securities and Exchange Commission proposed to amend its rules to require issuers to disclose share repurchases within one business day on a new Form SR.   The SEC based its proposal on its thesis that "information...

Item 601(b)(5)(i) of Regulation S-K requires that all filings under the Securities Act of 1933 include as an exhibit an opinion of counsel regarding the legality of the securities being registered, indicating whether they will, when sold, be legally...

In this post, Professor Stephen Bainbridge posits that the Delaware Supreme Court incorrectly decided Fliegler v. Lawrence, 361 A.2d 218 (Del. 1976) by requiring that stockholder approval of conflicted transaction requires a majority vote of the...

California's Department of Financial Protection & Innovation has complied this summary of new laws that affect or may otherwise be of interest to persons licensed by the department.  In general, these laws will take effect on January 1, 2022.  See ...

Last month, the Securities and Exchange Commission announced that it was proposing a new rule under the Exchange Act.  In an accompanying "fact sheet", the SEC said that it was doing so "to increase transparency and efficiency in the opaque...

Liz Dunzhee wrote yesterday in the Mentor Blog:

Hay and solar power must needs be made whilst the sun shines.  Demand for electricity, however, does not end when the sun sets.  The Crescent Dunes Solar Energy Project sought to overcome this problem by using heliostats to focus the sun's heat on a...

Section 1601 of the California Corporations Code grants any shareholder the right to inspect the accounting books, records, and minutes of board and shareholder meetings for a purpose reasonably related to the shareholder's interest as a...

As the trial of of the constitutionality of SB 826, California's female director quota, law continues, the question of the plaintiffs' standing remains in contention.  As I reported in June of last year, Judge Maureen Duffy-Lewis previously...