It has long been safe to assume that a corporation will be governed by the laws of the state in which it is incorporated. However, businesses and corporate practitioners should be aware that this is not universally true. Section 2115 of California’s Corporations Code (hereinafter “Code”) subjects foreign corporations to California corporate law if they…
Year: 2018
The Consequences of Eliminating State and Local Tax Deductions: Double Taxation and Tax Controversy
The Trump Administration recently passed a comprehensive tax reform package, which includes restrictions on state and local tax (“SALT”) deductions from federal income returns.1 For the fiscal year 2017, the Internal Revenue Code permits deductions for state, local, and foreign taxes relating to income and property taxes.2 Proponents argue that restriction of the deduction will…
Where are the Funding Portals?
Regulation Crowdfunding, promulgated under Title III of the JOBS Act, is a relatively new method companies can use to raise capital.1 Reminiscent of donation-based crowdfunding platforms such as Kickstarter, Regulation Crowdfunding permits companies to raise up to $1 million through either a funding portal or broker-dealer from a wide range of investors, including non-accredited investors.2…
New Insider Trading Law Means Little Hope for Defendants in Future Cases
A recent series of court decisions blurred the distinction between legal and illegal insider trading. These decisions will ultimately lead to worse outcomes for those charged with insider trading violations. What is insider trading? This conduct occurs when a person with access to non-public, material information takes that information and uses it to either buy…
Proposed Gasoline Car Bans Could Spark the Electric Vehicle Industry
Although electric vehicle (“EV”) sales do not account for a large portion of global automobile sales, recent developments in some of the major global automotive markets promise to expand the EV market rapidly in the coming years. In September, China became the largest market—following a handful of mostly European countries—to declare its intention to…
The Trump Administration’s Stance on Antitrust Laws.
With Makan Delrahim’s recent confirmation by the Senate to head the Department of Justice’s (“DOJ”) Antitrust division, the focus has now shifted to the Trump administration’s approach to corporate transaction deals and the potential appurtenant policy changes.1 Under the Obama administration, the Antitrust division continued recent trends exemplified by an increasing inclination to challenge proposed…
Matal v. Tam: The Future of Disparaging and Scandalous Trademarks
Trademarks are ubiquitous in the everyday lives of countless consumers. Indeed, some consumers have little difficulty drawing big brand logos from memory, down to the precise colors and details.1 That aptitude did not arise by happenstance: brands are designed to create a bond between the consumer and the product by provoking the consumer’s emotions.2 Still,…
Microsoft is Moving Away from Billable Hours. Will Others Follow their Lead?
Microsoft announced this summer that it wants 90% of its outside counsel work to be paid for through alternative fee arrangements.1 Microsoft intends to utilize large retainer fees to encourage more collaboration between the company and its outside counsel.2 One could be forgiven for assuming that Microsoft believes shifting away from billable hours will cut…
Self-Driving Cars in China – The Need for Regulatory Development
On July 5, Yanhong Li, the CEO of Baidu, a company known as “China’s Google,” spoke to attendees of the Artificial Intelligence Development Conference in Beijing via live video from inside a self-driving car as it drove around the city.1. However, Li was later warned and investigated by the police for an alleged violation of…
The Legislative and Regulatory Landscape of Autonomous Vehicles
As car manufacturers and technology companies forge ahead with their plans to implement autonomous driving technology, it is important they consider the legislative and regulatory landscape. These entities are in uncertain territory because the current regulatory structure does not closely align with autonomous driving.1 On the federal level, the National Highway Traffic Safety Administration (NHTSA)…