We use cookies to customise content for your subscription and for analytics.
If you continue to browse Lexology, we will assume that you are happy to receive all our cookies. For further information please read our Cookie Policy.

Search results

Order by: most recent most popular relevance



Results: 11-20 of 195

No seat at the table for stockholders at directors’ meetings?
  • Allen Matkins Leck Gamble Mallory & Natsis LLP
  • USA
  • October 9 2012

Practitioners who deal with multi-member commissions and boards here in California are likely to have heard of this state’s open-meeting law The Bagley-Keene Open Meeting Act, Government Code Sections 11120-11132


Ninth Circuit strikes down choice of state of incorporation law
  • Allen Matkins Leck Gamble Mallory & Natsis LLP
  • USA
  • February 10 2012

No one puts a choice of law provision at the beginning of a contract


Are proxy access bylaws legal?
  • Allen Matkins Leck Gamble Mallory & Natsis LLP
  • USA
  • December 8 2011

Despite the invalidation of the Securities and Exchange Commission’s proxy access rule last summer, many companies are considering, or are being forced to consider, adoption of proxy access bylaws


Approval by the outstanding shares when California’s default rule doesn’t apply
  • Allen Matkins Leck Gamble Mallory & Natsis LLP
  • USA
  • November 10 2011

My posts this week have been dedicated to voting issues


No voting rights? No problem for California corporations
  • Allen Matkins Leck Gamble Mallory & Natsis LLP
  • USA
  • December 29 2011

In this recent post, I wrote about California’s definition of “common shares” in Corporations Code 159


Court rules choice of law provision takes precedence over internal affairs doctrine
  • Allen Matkins Leck Gamble Mallory & Natsis LLP
  • USA
  • December 27 2011

To say that the Delaware courts and bar are very fond of the internal affairs doctrine is about as controversial as wearing white before Labor Day


Meeting over? Hold on to that voting record!
  • Allen Matkins Leck Gamble Mallory & Natsis LLP
  • USA
  • December 28 2011

In 1988, California enacted a statute to provide a means for beneficial owners of stock to obtain information about the voting of their shares from the persons with the power to vote those shares


1 for 3 million reverse split fraud claim survives motion to dismiss
  • Allen Matkins Leck Gamble Mallory & Natsis LLP
  • USA
  • August 28 2012

Nancy Wojtas at Cooley LLP alerted me to an interesting ruling case decided last week by the U.S. District Court for the Eastern District of New York, Gardner v. Major Auto. Cos., 2012 U.S. Dist. LEXIS 118191 (E.D. N.Y. Aug. 21, 2012


How Nevada surpasses Delaware in limiting the liability of directors and officers
  • Allen Matkins Leck Gamble Mallory & Natsis LLP
  • USA
  • September 4 2012

It is hard to believe that it has been more than a quarter century since the Delaware Supreme Court dropped the bombshell of Smith v. Gorkom, 488 A.2d 858 (Del. 1985


What happens when the incorporator dies?
  • Allen Matkins Leck Gamble Mallory & Natsis LLP
  • USA
  • September 6 2012

One or more natural persons may form a corporation under the California General Corporation Law “by executing and filing articles of incorporation”