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This Foreign Corporation’s Status May Be Forfeited, But The Resident Agent Remains

A recent ruling by U.S. District Court Judge Otis D. Wright II illustrates how it may be easier to enter California than to leave it.  Real v. St. Jude Med., Inc., 2017 U.S. Dist. LEXIS 47081 (C.D. Cal. Mar. 29, 2017) In 1996, St. Jude Medical, Inc., a Minnesota corporation, qualified with the California Secretary of State’s…

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9th Circuit Holds Subsidiary Could Be The General Manager Of Its Parent

Section 2110 of the California Corporations Code governs service of process on a foreign corporation.  One means of valid service under the statute is by delivering process by hand to the corporation’s general manager in California.  The California General Corporation Law, however does not define “general manager”.  In Miller v. The Public Warehousing Company KSC…

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June 30 Was The Filing Deadline For Statements By Foreign Lending Institutions

In this March post, I wrote about the problem of indeterminacy created by the legislature’s use of the word “includes” in defining terms in the General Corporation Law.  “Includes” is usually interpreted in statutes and rules as a term of enlargement, not limitation.  Hassan v. Mercy American River Hospital, 31 Cal. 4th 709, 717 (2003).  Thus, one never really knows the…

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