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CALIFORNIA CORPORATE & SECURITIES LAW

California Bill Deadline Is Today

Former New York Surrogate Gideon J. Tucker would be happy today.  Pursuant to Joint Rule 61(a)(15), today is the last day for California’s legislature to pass bills.  Today, also marks the beginning of the legislature’s interim study recess (Joint Rule 51(a)(4)).  Governor Brown will have until October 15 to sign or veto bills passed by the legislature…

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Removing Elected Officials For Libelous Or Slanderous Statements

In recent years political smearing and outright lying have come to dominate campaigns in California. Candidates are spending less and less time discussing important issues and their own qualifications and more and more time telling falsehoods about their opponents. Although the above quotation sounds as if it could have been written today, it was in…

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Happy New Biennium!

“Biennial” is a confusing word.  The Nevada legislature meets biennially, i.e., every other year while the California legislative session is biennial, i.e., lasting two years. “Biennial” should not be confused with “biannual” which normally means twice a year. The California legislature meets annually but the legislative session is biennial.  Last Monday, for example, the California legislature convened for the…

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California Voters Reject 11th Hour Gutting And Amending Of Bills

Not quite a year ago, I wrote: A reader of the California Constitution would be lead to believe that the course of legislation is orderly and predictable.  Under Article IV, Section 8(b), the legislature may make no law except by statute and no statute except by bill.  Every bill, moreover, must have a single subject…

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Court Holds Corporations Have No Constitutional Privacy Right, But . . .

Article I, Section 1 of the California Constitution provides that “all people” have an inalienable right of privacy.  Does this right extent to corporations?  Seemingly it would if corporations are considered “people”.  Some might cite the U.S. Supreme Court’s holding in Citizens United v. FEC, 558 U.S. 310, 394 (U.S. 2010) and argue that the…

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Initiative Measure Aims To Retard Gut And Amend Legislation

A reader of the California Constitution would be lead to believe that the course of legislation is orderly and predictable.  Under Article IV, Section 8(b), the legislature may make no law except by statute and no statute except by bill.  Every bill, moreover, must have a single subject and that subject must be expressed in…

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Constitucion del Estado Californio

Feliz Cumpleaños Tomorrow is another holiday in California – Admission Day.  Cal. Govt. Code § 6700(a)(10).  Although Admission Day is a statutorily designated holiday, it is not a judicial holiday.  Cal. Civ. Proc. Code § 135. California joined the union as a free state on September 9, 1850.  It was the 31st state (note below the 31…

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California Supreme Court Decides To Admit Chinese Immigrant After All

I’ve taken a special interest in following the case of Hong Yen Chang (no known relation to my son-in-law).  Mr. Chang arrived in the U.S. in 1872 and graduated from Yale and then Columbia Law School.  Initially, he was refused admission to the New York Bar, but after having obtained a certificate of naturalization, he…

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If A Tree Falls In The City, Is It Serving A Public Purpose?

Today’s posting has nothing to do with corporate law and everything to do with trees.  On November 30 and December 1, 2011, the City of Pasadena experienced an unusually violent windstorm.  Wind speeds in excess of 100 miles per hour were recorded within the city, toppling over 5,000 municipally owned trees.  See Pasadena Tree Failure…

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Californians May Vote This November On Whether To Overturn Citizens United

Although state law does not explicitly authorize advisory elections, the California legislature is poised to pass a bill calling a special election for this November for an advisory vote.  SB 1272 (Lieu) would submit the following question to the voters: “Shall the Congress of the United States propose, and the California Legislature ratify, an amendment…

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