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Name Category Published
Glazer Capital Management v. Magistri
Theory of ‘collective scienter’ does not apply to show company is responsible for statements made in merger agreement. 		Corporations Dec. 1, 2008
Patrick v. Alacer Corporation
Corporation cannot demur to derivative complaint filed on its behalf. 		Corporations Nov. 24, 2008
Thompson v. Paul
Attorneys may be liable under Section 10(b) of Securities Exchange Act of 1934 for statements made to person other than client. 		Corporations Oct. 28, 2008
Patrick v. Alacer Corp.
Corporation cannot demur to derivative complaint filed on its behalf. 		Corporations Oct. 24, 2008
New v. Kroeger
Members who resign from Episcopal Church are no longer lawful directors and lack authority to amend parish bylaws or articles of incorporation. 		Corporations Oct. 22, 2008
Potter v. Hughes
Public Storage shareholder fails to make adequate demand on board of directors before filing derivative action. 		Corporations Oct. 13, 2008
Jay Bharat Developers Inc. v. Minidis
Preliminary injunction is granted where franchisee continues to benefit under franchise agreement after failure to perform obligations. 		Corporations Oct. 10, 2008
Hill v. State Farm Mutual Automobile Insurance Co.
Business judgment rule protects directors from liability based on policyholders' claim that State Farm improperly withheld dividends in order to increase surplus. 		Corporations Sep. 23, 2008
Pellegrini v. Weiss
Party taking unilateral action to dissolve corporations breaches fiduciary duty formed through joint venture to develop real estate for profit. 		Corporations Jul. 31, 2008
Golden Rain Foundation v. Franz
Nonprofit corporation created for purpose of managing common interest development is 'association' subject to Davis-Stirling Act. 		Corporations Jul. 10, 2008
Securities and Exchange Commission v. Talbot
Board member has duty to keep information confidential and breaches duty by trading. 		Corporations Jul. 1, 2008
Dickson v. Rehmke
Where party is dissatisfied with valuation process pursuant to motion to avoid dissolution, alternative decree is relevant action to be appealed. 		Corporations Jul. 1, 2008
U.S. v. Mendoza
Defendant's speedy-trial right is violated where eight-year delay between indictment and arrest is result of government's negligence. 		Corporations Jun. 23, 2008
Golden Rain Foundation v. Franz
Nonprofit corporation created for purpose of managing common interest development is 'association' subject to Davis-Stirling Act. 		Corporations Jun. 12, 2008
Azure Ltd. v. I-Flow Corp.
Unclaimed Property Law does not immunize defendant from liability arising from transfer of shares to state as escheated property without notice. 		Corporations May 28, 2008
Postal Instant Press Inc. v. Kaswa Corp.
Court rejects doctrine of 'outside' reverse piercing of the corporate veil as illogical extension of standard alter ego doctrine. 		Corporations May 22, 2008
Consolidated Management Group v. Dept. of Corporations
Federal law does not preempt California Dept. of Corporations' authority to issue desist order against company because partnerships were not 'covered securities.' 		Corporations Apr. 30, 2008
Niles Freeman Equipment v. Joseph
Under amended Military and Veterans Code Section 999.9(c)(1), Department of General Services has authority to suspend Disabled Veteran Business Enterprise certification. 		Corporations Apr. 2, 2008
Perretta v. Prometheus Development Co. Inc.
Only partnership agreement may vary unanimous voting requirement to ratify general partner's self-interested transaction. 		Corporations Mar. 28, 2008
Miller v. Thane International Inc.
Promise of greater post-merger liquidity than provided by 'over-the-counter market' materially misrepresents company's intent to list shares on NASDAQ. 		Corporations Mar. 19, 2008
Dell'Oca v. Bank of New York Trust Co.
Order granting new trial unless plaintiffs consented to substantial reduction in damages is affirmed. 		Corporations Feb. 24, 2008
Grosset v. Wenaas
Derivative shareholder plaintiff who ceases to be stockholder by reason of corporate merger loses standing to pursue his action. 		Corporations Feb. 14, 2008
02 Development LLC v. 607 South Park LLC
Limited liability company may enforce pre-incorporation contracts made on its behalf. 		Corporations Feb. 1, 2008
Dell'Oca v. Bank of New York Trust Co.
Order granting new trial unless plaintiffs consented to substantial reduction in damages is affirmed. 		Corporations Jan. 31, 2008
Hall v. Time Inc.
Plaintiff must suffer 'injury in fact' and 'lost money or property' to have standing to pursue claim under California unfair competition law. 		Corporations Jan. 30, 2008
Hall v. Time Inc.
Plaintiff must suffer 'injury in fact' and 'lost money or property' to have standing to pursue claim under California unfair competition law. 		Corporations Jan. 9, 2008
OCM Principal Opportunities Fund v. CIBC World Markets Corp.
Where jury found for plaintiff on misrepresentation and fraud claims, its denial of prejudgment interest pursuant to Corporations Code Section 25500 is reversed. 		Corporations Dec. 28, 2007
Apollo Capital Fund v. Roth Capital Partners
Complaint is sufficient under Corporations Code where it alleges defendant materially assisted in selling bridge notes by false or misleading statements. 		Corporations Dec. 24, 2007
Centerpoint Energy Inc. v. Superior Court (City and County of San Francisco)
Corporation that assumes regulated utility businesses through legitimate restructuring is not subject to jurisdiction on successor liability theory in suit against parent. 		Corporations Dec. 13, 2007
OCM Principal Opportunities Fund v. CIBC World Markets Corp.
Where jury found for plaintiff on misrepresentation and fraud claims, its denial of prejudgment interest pursuant to Corporations Code Section 25500 is reversed. 		Corporations Dec. 6, 2007
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