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An exemption for foreign subsidiary formation
- Allen Matkins Leck Gamble Mallory & Natsis LLP
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- USA
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- May 6 2013
The formation of a subsidiary under the laws of a foreign country may not seem to implicate the California Corporate Securities Law. Yet, an offer
Bill aims to free subversive organizations from registration law and NASAA shoots for mandatory Form D filings
- Allen Matkins Leck Gamble Mallory & Natsis LLP
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- USA
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- April 1 2013
The California Subversive Organization Registration Law, Corporations Code Section 35000 et seq., has been on the books for decades. The law purports
“Security” definitions in CSL and ’33 Act similar but not the same
- Allen Matkins Leck Gamble Mallory & Natsis LLP
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- USA
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- March 13 2013
Both the California legislature and the U.S. Congress have enacted extensional definitions of "security" - that is Section 25019 of the Corporate
SEC includes disclosure of corporate political spending rule in unified agenda what does it mean?
- Allen Matkins Leck Gamble Mallory & Natsis LLP
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- USA
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- January 10 2013
On August 3, 2011, a group of leading academics, including Harvard Law School Professor Lucian A. Bebchuk, submitted this petition for rulemaking to the
“Sweat equity” means no security
- Allen Matkins Leck Gamble Mallory & Natsis LLP
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- USA
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- November 21 2012
There was no such thing as a limited liability company in 1933, 1934 or even 1968
Prominent amici urge reversal of Court of Chancery refusal to grant preclusive effect to prior rulings
- Allen Matkins Leck Gamble Mallory & Natsis LLP
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- USA
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- September 17 2012
In “Delaware Court of Chancery ‘Overrules’ Federal Court“, I wrote about Vice Chancellor J. Travis Laster’s ruling Louisiana Municipal Police Employees’ Retirement System v. Pyott, C.A. No. 5795-VCL (Del. Ch. June 11, 2012) to allow a derivative suit against the board of directors of Allergan, Inc. to proceed in Delaware even though U.S. District Court Judge David Carter had dismissed a similar suit in California
CA court concludes Form 8-K filing is not an “official proceeding” why it matters
- Allen Matkins Leck Gamble Mallory & Natsis LLP
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- USA
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- September 14 2012
Companies subject to the reporting requirements of the Securities and Exchange Act are required to file a Current Report on Form 8-K with the Securities and Exchange Commission within four business days of the retirement, resignation or termination of specified executives
Use a Form S-8, go to jail! (Really)
- Allen Matkins Leck Gamble Mallory & Natsis LLP
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- USA
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- August 29 2012
One might not expect that filing a registration statement on Form S-8 could result in a criminal conviction
A program guide to the Facebook fairness hearing
- Allen Matkins Leck Gamble Mallory & Natsis LLP
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- USA
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- August 24 2012
As discussed in this earlier post, Facebook, Inc. has requested a fairness hearing before the California Department of Corporations
Why no “f” notice may be required when forming a subsidiary
- Allen Matkins Leck Gamble Mallory & Natsis LLP
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- USA
- -
- May 30 2012
Corporations form subsidiaries for a variety of purposes
