O frabjous day! the Financial Crimes Enforcement Network (FinCEN) late last Friday issued an interim final rule that removes the requirement for U.S. companies and U.S. persons to report beneficial ownership information (BOI) to FinCEN under the Corporate Transparency Act
Allen Matkins
Allen Matkins is a law firm that publishes the California Corporate & Securities Law Blog, focusing on corporate governance, securities law, and business entity matters primarily within California and Nevada jurisdictions. The blog covers a wide range of topics including corporate law, limited liability companies, mergers and acquisitions, fiduciary duties, securities regulation, and legislative developments affecting corporate and securities law. It provides legal analysis and updates on statutes, case law, and regulatory changes relevant to corporate attorneys, business professionals, and stakeholders involved in corporate governance and securities compliance. The firm’s publications emphasize practical legal insights into corporate operations, shareholder rights, and regulatory compliance in the corporate and securities arena.
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Latest from Allen Matkins - Page 5
What Vice Chancellor Strine Got Wrong In Massey Energy Co.
Vice Chancellor Leo Strine famously wrote that “Delaware law does not charter law breakers”. In re Massey Energy Co., 2011 WL 2176479, at *20 (Del. Ch. May 31, 2011). Professor William J. Moon picks up on this theme in a…
Will Ling Chi Kill The Corporate Transparency Act?
Ling Chi was a slow and torturous method of execution practiced in Imperial China. Better known in English as “death by a thousand cuts”, ling chi took a terribly long time to kill the condemned prisoner.
The Corporate Transparency Act,…
California – Not Independent Now And Most Likely Not Independent Ever
I have seen the line “Independence now, independence forever!” attributed to Daniel Webster but I have been unable to locate the line in any of the texts cited as the source. I have also seen a longer quotation attributed to…
Court: Investment Adviser Has No Duty To Warn Non-Clients
According to the Court of Appeal:
An imposter posing as investment advisor Daniel Corey Payne of Lifetime Financial, Inc. (Lifetime) stole more than $300,000 from Mark Frank Harding. Before this occurred, Lifetime had received several inquiries from other individuals about…
Court Rules Compensation Package Offer Is Not A Security
The definition of a “security” Section 25019 was modeled after the definition in Section 2(a)(1) of the Securities Act of 1933, albeit with some notable differences. Both laws broadly define the term and therefore cover a wide variety of economic…
Faeneratores Caveant! The Ides Of March Are Nigh!
For lenders in California, the Ides of March of March is a date worth calendaring.
All lenders licensed under the California Finance Lenders Law as of the end of the preceding calendar year must file an annual report with the…
Court Applies Internal Affairs Doctrine Even Though Statute Refers Only To Directors
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 2116 codifies [the internal affairs…
The Uncertainty Of Officer Appointments In California LLCs
The California Revised Uniform Limited Liability Company Act, Cal. Corp. Code § 17701.01 et seq., clearly authorizes the appointment of officers:
A written operating agreement may provide for the appointment of officers, including, but not limited to, a chairperson or a president,…
What Doesn't The DFPI Regulate?
In the mid 1990s, I had the privilege of serving as Commissioner of Corporations for the State of California. At that time, the DOC was known as a tough securities regulator. However, the times they were a changin’. In 1996,…