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California Legislators Enact Numerous Changes to the State’s Business Entity Laws

California Laws Governing Business Entities keeps attorneys current with legislative changes and annotations

California legislators made nearly 100 changes to the state’s Corporations Code during the 2009 Sessions. There were also significant changes to the taxation and unclaimed property provisions.

Changes were made throughout the Corporation Code, including wide-ranging conforming amendments designed to update the Code to reflect recent developments in federal bankruptcy and securities law.  In addition, the Legislature made significant, substantive changes to the provisions of the Nonprofit Corporation Law and the Consumer Cooperative Corporation.

Although a number of the revisions were technical adjustments, the changes were notable in the aggregate. For example, the American Stock Exchange changed its name to the New York Stock Exchange Amex, which required amendments to 20 provisions of the Corporations Code.

“Even though many of the California changes are largely technical, if attorneys are not aware of them, they can create problems for themselves and their clients,” says Andrea Unterberger, director of CSC® Publishing. “That’s why we have captured all of the revisions in one text and blacklined them, to ensure that our subscribers know exactly what changes have been made.”

CSC Media’s 2010 Edition of California Laws Governing Business Entities captures the changes made during the 2009 legislative session to ensure that California practitioners have an up-to-date, comprehensive resource. Changes are listed in the book’s Table of Sections Affected, while blackline notes indicate the effects of the 2009 amendments. The notes allow readers to quickly ascertain where language has been changed or deleted. The book also contains in-depth analyses of the statutory revisions and their significance.

Unterberger also points out that CSC’s California book is the only case-annotated deskbook available for the state.  “There are other California books on the market, but without the annotations, they simply don’t provide the state’s practitioners with the resource they need,” she says, adding, “Our book provides the most robust features of any statutes book in California, and at a lower price.”

The 2010 Edition of California Laws Governing Business Entities includes over 140 new case annotations from Courts of Appeal and Supreme Court decisions, as well as from federal court decisions interpreting California law. A Table of New Annotations allows readers to quickly identify the entries that have been added since the last edition. New annotations are also clearly marked with a gray bar in the pages of the book.

“The book’s annotations are a key feature,” says Allan Duboff, a partner at Loeb & Loeb and the book’s legal advisor. “It’s a real timesaver to be able to see a Code section and see how it’s been interpreted by the courts in seconds.”

The 2010 Edition also contains the full texts of recent, significant California opinions, including Yamaha, concerning service of process on a foreign corporation, and In re FairWageLaw, concerning the due process rights of a dissenting shareholder in a voluntary dissolution action. The cases can also be found on the book’s companion CD-ROM.

The CD-ROM also contains nearly 300 forms for incorporation/formation, qualification, mergers, dissolution, and name reservation for all entity types. A listing of forms and contact information for California’s Secretary of State can be found in the book’s appendix. 

California Laws Governing Business Entities has the content and features that attorneys need to stay on top of legislative changes and successfully counsel their California clients,” Unterberger says. “Where else are you going to find a comprehensive collection of the most up-to-date and relevant statutes, annotations, full-text cases, tables, research tools and business forms? Only here.”

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