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Statutory Interpretation Business Entities Corporate Governance

Allen Matkins

Is An LLC's Membership List A Trade Secret?

Allen Matkins on

Yesterday's post considered one of several matters raised on appeal in Perry v. Stuart, 2025 WL 1501935.   The case involves a former member's demand for inspection of records of a California limited liability company. ...more

Conyers

Adapting the Machinery

Conyers on

The Case of Changyou.com Ltd v Fourworld Global Opportunities Fund Ltd and 7 others 2025 UKPC 12 - In a judgment handed down on 11 March 2025, the Privy Council has upheld the amendments made to sections 238(2)-(5) of the...more

Allen Matkins

Court Applies Internal Affairs Doctrine Even Though Statute Refers Only To Directors

Allen Matkins on

Courts are wont to say that Section 2116 of the California Corporations Code codifies the internal affairs doctrine.  See Villari v. Mozilo, 208 Cal. App. 4th 1470, 1478 n.8 (Cal. Ct. App. 2012) (“Corporations Code section...more

Allen Matkins

It Is More Than Conceivable That The Court Of Chancery Would Correct Statutory Law

Allen Matkins on

The most distinguishing feature of Delaware law is that it is interpreted and applied by a court of equity.   A recent post by Professor Stephen Bainbridge illustrates this point...more

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