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CALIFORNIA CORPORATE & SECURITIES LAW

California To Require Website Disclosure Regarding Efforts To Eradicate Slavery And Human Trafficking

In this post, Broc Romanek declares the new federal conflict minerals disclosure requirement to be the “Dodd-Frank sleeper”.  Here in California, I think the “sleeper” of its 2009-2010 legislative session is the California Transparency in Supply Chains Act of 2010.  This legislation, SB 657, was sponsored by the Alliance to Stop Slavery and End Trafficking and introduced by Senator…

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Damaging Your Cable Box May Violate The Corporations Code

Your team is ahead but makes a crucial error and loses the game.  You may be tempted to vent your frustration on the cable box.  Before you do, you should stop and consider Section 14400 of the California Corporations Code.  That section allows a cable television corporation to recover treble damages from anyone who willfully…

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What Is, What Will Be & What’s Passed – The CCR, Z-Register & Register

The California Office of Administrative Law issues three different publications that are easily confused.  However, it is useful to know the differences. The California Code of Regulations (aka the “CCR”) is the compendium of regulations adopted by state agencies in compliance with the California Administrative Procedure Act.  Thus, the CCR is the place to check…

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In California, Francois Mitterrand’s Last Meal Would Not Have Been A Canary

Yesterday, I wrote about a California State Board of Equalization regulation, 18 CCR § 1587, which solemnly declares that canaries are not food animals.  I then recalled that Francois Mitterand’s last meal was a small bird, the Ortolan Bunting, that was drowned in Armagnac, cooked and eaten whole.  Here’s an NPR story about the late French President’s…

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It’s Official In CA – Don’t Even Think About Your Canary As Food!

I deal with regulations all day long.  Most of them are absolutely somniferous.  However, every once in a while I come across a regulation that is so unexpected that I can’t help but wake up, rub my eyes and stare in wonderment. A few months ago, I wrote this post about one such regulation.  That…

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Forum, Venue and Choice-of-Law – When Shall We Three Meet Again?

In prior posts I mentioned several California oddities with respect to the often confused concepts of choice of law, choice of forum and choice of venue.  For those who simply can’t get enough of the subject, I recommend reading Julie Bisceglia’s article on forum selection clauses in the November issue of Los Angeles Lawyer magazine.  Ms.…

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Can Parties Choose Venue in California?

In prior posts, I discussed two unusual California statutes relating to choice-of-law and choice-of-forum provisions in agreements.  Choice-of-forum provisions are often confused with choice-of-venue provisions.  A choice of forum relates to the place of jurisdiction (e.g., California, Delaware or Nevada) whereas a choice of venue refers to the place or geographic location of trial (e.g.,…

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California’s Million Dollar Contract Statute

Here’s a common “Governing Law” provision: This Agreement shall be governed by, interpreted under, and construed and enforced in accordance with the internal laws, excluding the laws pertaining to conflicts or choice of laws, of the State of California, applicable to agreements made and to be performed wholly within the State of California.  In the…

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California Choice of Law, Jurisdiction & Venue Clauses

The boilerplate section of many corporate agreements include a “governing law” provision.  Often these provisions cover three related, but distinct choices – choice of law, choice of jurisdiction, and choice of venue.  More importantly, the legal principles that govern these choices are not the same (at least here in California).  In today’s posting, I discuss a…

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A Win for Queequeg: The Ninth Circuit Holds that Tattooing is Constitutionally Protected

Occasionally, I can’t resist the temptation to digress into other legal areas.  Today’s opinion by the Ninth Circuit Court of Appeals in Anderson v. City of Hermosa Beach  (Case No. 08-56914, Sept. 9, 2010) is one of these irresistable tempations.  That case involved a challenge to a city’s ban on tattoo parlors.  No, the city didn’t ban tattoos, just…

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