Business Law

Summary: In Hugger v. Warfield (In re Hugger), 2019 WL 1594017 (9th Cir. BAP Apr. 5, 2019), the U.S. Bankruptcy Appellate Panel of the Ninth Circuit (the “BAP”) affirmed an order denying a chapter 7 debtor’s request that the bankruptcy court vacate his own discharge and dismiss his case because he had filed the case too soon to discharge $40,000 of taxes. Read more

In response to a question from the Ninth Circuit, the California Supreme Court recently held in White v. Square, Inc. that a plaintiff has standing to bring a claim under the Unruh Civil Rights Act when the plaintiff visits a business’s website with the intent of using its services, encounters terms and conditions that allegedly deny full and equal access to its services, and the plaintiff leaves the website without entering into an agreement with the business. Read more

Summary: The California Supreme Court has held that an assignee holding both the senior and junior notes secured by the same parcel of real property may foreclose non-judicially on the senior lien and then recover from the borrower on the junior note. The holding overturns nearly 30 years of precedent. [Black Sky Capital, LLC vs. Cobb, 7 Cal. 5th 156, 439 P.3d 1149 (2019)] Read more

On August 6, 2019, a lawsuit was brought in Superior Court in Los Angeles County seeking (i) a judgment declaring expenditures of taxpayer funds and taxpayer-financed resources to implement SB 826 to be illegal, and (ii) an injunction to halt California’s Secretary of State (Alex Padilla) from expending taxpayer funds and taxpayer-financed resources to implement that law. SB 826 is a California law that went into effect on January 1, 2019 requiring publicly-held corporations--those with outstanding shares listed on a major United States stock exchange--that are incorporated in California or that have their principal executive offices here, to have at least one female director on their board by December 31, 2019. No later than December 31, 2021, such corporations must have at least one female director if their number of directors is four or fewer, at least two female directors if their number of directors is five, and at least three female directors if their number of directors is six or more. Read more

Summary: The Eighth Circuit has held that a guarantor's financial advisor had the implied actual authority to deliver the guarantee to a lender, even though the lender failed to make inquiry concerning the scope of the advisor's authority to act on behalf of the guarantor. [Radiance Capital Receivables Eighteen, LLC vs. Concannon, 920 F.3d 552 (8th Cir. 2019).] Read more

Summary: A bankruptcy court in Florida has held that a trustee asserting an "unreasonably small assets" fraudulent transfer claim must show that the transfer in question was the event that caused the debtor to have unreasonably small assets; if the debtor was already in distress, then the transfer was not the cause of the debtor's financial demise. [In re Palm Beach Finance Partners, LP, 2019 Westlaw 1301899 (Bankr. S.D. Fla.).] Read more

Courtesy of CEB, we are bringing you selected legal developments in areas of California business law that are covered by CEB’s publications. This month’s feature is from the July 2019 update to Internet Law and Practice in California. References are to the book’s section numbers. See CEB’s BLS Landing Page for special discounts for Business Law Section members. The most significant legal developments since the last update include developments in such important topic areas as copyright, patent, human resources, website accessibility, electronic contracting, privacy, initial coin offerings, taxation of Internet transactions, and litigation issues. Read more

BLS Vice-Chair Corey Weber, BLS Executive Committee Advisor Tom Phinney, and Insolvency Law Committee (ILC) members Misty Perry Isaacson, Maggie Bordeaux and Cathy Ta attended the Ninth Circuit Judicial Conference in Spokane, Washington on July 20-25, 2019 as Lawyer Representatives to the Ninth Circuit Judicial Conference. The Ninth Circuit Judicial Conference is held once a year and participants include judges of the United States Court of Appeals for the Ninth Circuit, the U.S. District Courts and U.S. Bankruptcy Courts, court staff, Lawyer Representatives, and other invited guests. Read more

At the Ninth Circuit Judicial Conference in Spokane, Washington, BLS Executive Committee Advisor Tom Phinney was elected to a three-year term on the Conference Executive Committee. As a member of Conference Executive Committee for the Ninth Circuit Judicial Conference, Tom will help to plan the educational programs and events at the Ninth Circuit Judicial Conference for 2019-2022. Read more

A newly enacted law requires every publicly held corporation whose principal executive offices are located in California, according to the corporation’s annual report on Form 10-K filed with the Securities and Exchange Commission, to have at least one female director on its board by the end of 2019 and at least two, or three, female directors by the end of 2021 if the board consists of five, or six or more directors, respectively. Read more