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Thoughts of Tsukiji, the California Constitution and the Corporations Code

Lately, I’ve been reading Theodore C. Bestor’s, Tsukiji: The Fish Market at the Center of the World.  Thus, it is no surprise that my thoughts of late have been on piscatorial matters. For example, I’ve always been encouraged by the fact that the California Constitution explicitly guarantees the right to fish.  It’s right there in…

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Legislator Fires Broadside At Franchisors

California has not one, but two franchise laws.  The Franchise Investment Law (“FIL”), Corporations Code Section 31000 et seq., is administered and enforced by the the Commissioner of Corporations.  The Franchise Relations Act (“FRA”) is located in the Business & Professions Code (Section 20000 et seq.) and is not administered or enforced by the Commissioner.…

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Does The Victims Of Corporate Fraud Compensation Fund Deny Due Process?

In notorious defiance of the California Constitution, the legislature in 2002 established the Victims of Corporate Fraud Compensation Fund.  See Victims of Corporate Fraud.  The purpose of the fund is to provide “restitution to the victims of a corporate fraud”. Several years later, Sacramento Bee reporter Dan Morain wrote a devastating article on the fund: Fraud Victims Fund…

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Can CalPERS Be Sued In Federal Court Or Perhaps Even New York State Court?

The California Public Employees’ Retirement System began lending securities in the early 1980s.  Since the early 1990s, CalPERS has used the Master Securities Loan Agreement (MSLA) originally developed by the former Bond Market Association (fka Public Securities Association and nka Securities Industry and Financial Markets Association).  I’m told by CalPERS that it currently uses the 2000 version…

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Legislature Poised To Impose Huge Costs By Rewriting Every California LLC Operating Agreement

On January 1, 2016, the operating agreement of every limited liability company organized under Beverly-Killea Limited Liability Company Act, Cal. Corp. Code §§ 17000 et seq. may be amended.  This is no Millerite prophecy.  The legislature is poised to pass SB 323 (Vargas) when it returns from its summer recess on August 6.  That bill would make the…

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No Right To Jury Trial: Appellate Court Upholds Binding Mediation Agreement

The California Constitution (Art. I, § 16) guarantees an “inviolate” right to a “trial by jury”.  In a civil case, the right to a jury may be waived by “the consent of the parties expressed as prescribed by statute”.  Id.  The California legislature has prescribed five different ways in which a jury trial in a civil case may…

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