On September 9, 2010, the Securities and Exchange Commission granted accelerated approval of the New York Stock Exchange’s proposed amendments to Rule 452. Echoing the Queen of Hearts (“Sentence first – verdict afterwards”), the SEC at the same time announced that it was soliciting comments on the “proposed” rule change. The NYSE proposed the rule to meet the requirements of Section 957 Read more...
New Form ADV Part 2 Has Now Arrived In California
As a reminder, the California Department of Corporations this week began allowing investment adviser applicants and licensed investment advisers filing amendments to their Part II of Form ADV to use either the current Part II or the new Part 2 to Form ADV. For more on this topic, see my earlier post.
SEC’s Proposed “Family Office” Rule and Rule 260.204.9
In The Snows of Kilimanjaro, Ernest Hemingway wrote: “‘The very rich are different from you and me.’ And how someone had said to Julian, ‘Yes, they have more money.’” That is certainly true in the case of the families described in the Securities and Exchange Commission’s recently proposed family office rule. According to the SEC, “family offices” are established by Read more...
Usury Exemption Bites Back
Last week, I wrote about the oft overlooked California Finance Lenders (CFL) law. In general, that law provides that anyone engaged in the business of making consumer or commercial loans must obtain a license from the Department of Corporations (unless an exemption is available). CFL licensees do enjoy one benefit. They constitute a class of “exempt persons” for purposes of California’s constitutional Read more...
Don’t Talk Trash About A California Bank
A bank run can start with a rumor. Once a run has begun, it can be very hard to stop, as was described in this 1986 Los Angeles Times article . The Department of Financial Institutions has observed that some California banks recently have been victimized by rumors. As a result, the Department issued a warning in its September Monthly Read more...
Massey Energy Loses Bid To Eliminate Cumulative Voting
I’ve recently commented CalPERS’ announcement that it would abstain on a proposal by Massey Energy Company to eliminate cumulative voting. Yesterday, Massey Energy reported in this Form 8-K that its stockholders did not approve the proposal. The company reported that there were 75,341,383 votes cast for the proposal, 3,967,341 votes cast against the proposal, 564,215 abstentions and 10,673,558 broker-non votes. Read more...
Happy 한글날!
Since visiting South Korea, I’ve had an interest in the Korean language. Therefore, I’m compelled to mention that tomorrow is Hangeul Day. Hangeul (한글) is the writing system used in Korea. It employs syllabic blocks consisting of at least two letters (consonants and vowels). It’s an elegant and efficient writing system and surprisingly easy to learn.
Commissioner Proposes Clarifications To Proposed Broker-Dealer Safe Harbor Rule
Yesterday, Commissioner Preston DuFauchard proposed further clarifications to the text of a proposed rule intended to respond to the California Court of Appeal’s decision in People v. Cole, 156 Cal.App.4th 452 (2007). That decision engendered confusion regarding whether officers and directors of an issuer can rely on the agent exclusion set forth in Corporations Code § 25003(d). For background on this case, Read more...
“License? We Don’t Need No Stinking License”
The Department of Corporations’ jurisdiction is not limited to the Corporate Securities Law of 1968. In fact, it has an entire division dedicated to financial services regulation. The Department’s Financial Services Division, or FSD, has responsibililty for administering the following six laws: California Deferred Deposit Transaction Law California Finance Lenders Law California Foreclosure Prevention Act California Residential Mortgage Lending Act Check Read more...
