The Presumption of Innocence Podcast: Episode 66 - Tariff Uncertainty and Compliance Risks for Businesses
AGG Talks: Cross-Border Business Podcast - Episode 26: U.S. Enforcement Trends Targeting Foreign Pharmaceutical and Medical Device Manufacturers
Scaling Success: Hanley Energy’s Journey From Ireland to the U.S.
Wiley's 10 Key Trade Developments: Outbound Investments and CFIUS Review
AGG Talks: Cross-Border Business - How Foreign Companies Can Protect Their IP and Brand in the U.S.
AGG Talks: Cross-Border Business - Navigating Business Etiquette and Intercultural Communications Around the Globe
AGG Talks: Cross-Border Business - Privacy & Cybersecurity Considerations for Non-U.S. Companies
AGG Talks: Cross-Border Business — Episode 6: Immigration Insights for Companies Expanding Into the U.S. - Part 2
AGG Talks: Cross-Border Business — Episode 6: Immigration Insights for Companies Expanding Into the U.S. - Part 1
GILTI Conscience Podcast | Pillar Two Analysis: An Asia Pacific Viewpoint
GILTI Conscience Podcast | Gearing Up for Pillar Two
AGG Talks: Cross-Border Business - Economic Incentives for Foreign Companies Entering the U.S.
AGG Talks: Cross-Border Business - Corporate Considerations for Scaling Across Borders
AGG Talks: Cross-Border Business - U.S. Tax Considerations for Scaling Across Borders
GILTI Conscience Podcast | Update on Pillar Two: Where it Stands Today and What To Expect
AGG Talks: U.S. Bankruptcy Basics for Foreign Investors
10 Things Lawyers Should Know About BVI Transactions
Nota Bene Episode 109: Asia Q1 Check In: China’s Emergence as the Number One World Economy and New Hegemonic Role in Asia with Paul Kim
The Evolution of Cross-Border Restructuring Processes
Nota Bene Episode 93: Navigating the New Global Cybersecurity Compliance Landscape with Scott Giordano
Only a few publicly traded corporations are incorporated in California. Most either started life in Delaware or later decamped to that state (and more recently other states). Nonetheless, many of these corporations have...more
Not too long ago, I wrote about a bill that is currently pending in the Nevada legislature, AB 158. This bill would authorize Nevada courts to exercise general personal jurisdiction over entities on the sole basis that the...more
Corporate Transparency Act Updates as Compliance Deadline Looms; Longer Disclosure Period and Public Hearing Now Required for Maternity/Psych Unit Closures; and California Governor Vetoes Healthcare Transaction AG Approval...more
Under Section 1030 of the California Code of Civil Procedure, a defendant may at any time apply to the court by noticed motion for an order requiring the plaintiff to file an undertaking to secure an award of costs and...more
The California State Assembly is considering legislation to impose registration requirements on agents of foreign principals who advocate before California officials. The legislation comes while the U.S. Department of Justice...more
Recently, I wrote that California Senator Monique Limón had introduced legislation, SB 1186, that would allow the Secretary of State to cancel the articles of incorporation or the filing of a statement and designation by a...more
CHICAGO — Chicago Rideshare Drivers Looking for Safety Solutions- Chicago Gig Alliance organizer Lori Simmons is leading the charge in demanding city officials take action in response to a rash of recent rideshare driver...more
It is sometimes said that California Corporations Code section 2116 "codifies" the internal affairs doctrine. See, e.g., Drulias v. 1st Century Bancshares, Inc., 30 Cal. App. 5th 696, 705, 241 Cal. Rptr. 3d 843, 851...more
I am often struck by the fact that the California General Corporation Law simply fails to address many very basic questions of corporate law and procedure, including the following...more
Earlier this week, Senator Melissa Hurtado amended her placeholding bill, SB 738, to flesh out her proposed Corporate Transparency Act. As amended, the bill would require foreign corporations that register to transact...more
Yesterday's post discussed a recently introduced bill that would amend California's Political Reform Act of 1974, among other things, to prohibit contributions by a "foreign-influenced business entity", as defined, in...more
The California legislature is currently in recess and is scheduled to reconvene on January 4. However, some bills have already been introduced, including AB 83 (Lee & Kalra), which would enact the "Get Foreign Money Out of...more
Section 2105 of the California Corporations Code prohibits a foreign corporation from transacting intrastate business in California without having first registered with the California Secretary of State. A foreign...more
Conversions will soon be less cumbrous for California corporations. Current law authorizes various types of California business entities to convert in a one-step process into business entities organized under the laws of...more
This week, the U.S. Supreme Court heard oral arguments in National Pork Producers Council v. Ross (Docket No. 21-468). The case involves a challenge to 2018 proposition that, among other things, forbids the sale of "any...more
I recently wrote about the California Supreme Court's decision not to decide whether a bumblebee is a fish. It there fore may be no surprise that in California a business trust may be a foreign corporation. Corporations...more
At first glance, California Corporations Code Section 17708.01(a) appears to be a rather straightforward enunciation of the "internal affairs doctrine" as applied to foreign limited liability companies...more
Derivative actions by members of domestic or foreign limited liability companies are governed by Section 17709.02 of the California Corporations Code. That statutes provides that “no action shall be instituted or maintained...more
Section 2115 of the California Corporations Code famously purports to impose numerous provisions of the General Corporation Law on foreign corporations if two tests are met. One of these tests, the so-called "business...more
In 2012, the voters of California approved Proposition 39 which established a Clean Energy Fund for the purpose of "funding projects that create jobs in California improving energy efficiency and expanding clean energy...more
I recently came across and was baffled by the following decision...more
California permits foreign and domestic corporations to file a statement of statement of "No Change" (Form SI 550NC) if the following three conditions are met...more
As has been discussed many times in this space, the California General Corporation law purports to govern foreign corporations in a number of respects. One such provision is Section 208 of the Corporations Code which apples...more
California famously purports to impose numerous provisions of its General Corporation Law on corporations formed in other states when two tests are met. Cal. Corp. Code § 2115. The first of these tests is determined by...more
When a California corporation merges into a foreign corporation, the merger becomes effective in accordance with the law of the jurisdiction in which the surviving corporation is organized. In California, the merger will be...more