Get Up to Speed With
Two New Corporate Entities
  • Flexible Purpose Corporations
  • Benefit Corporations

    Recorded in Los Angeles
    February 13, 2012
    (includes Handout)
    (3 hours MCLE credit, including 0.5 hours "Legal Ethics")

    Free to RUTTERPASS Holders
    or
    get instant delivery for only $120
  • Focus
    Corporations are traditionally divided into two separate camps: For-profits and Nonprofits. But that's about to change. On January 1, 2012, California joined at least five other states in creating two new "hybrids" - "flexible purpose" corporations and "benefit" corporations - that can pursue charitable or public benefit purposes while still making profits for shareholders.

    Our panel of experts in the field will explain the features of these new entities, how they come into being, how they operate . . . and why they may or may not make sense for your clients. For anyone representing existing and start-up ventures, this is a don't miss program!

    Highlights
    FLEXIBLE PURPOSE CORPORATIONS
  • SETTING UP THE CORPORATION
  • SHARE ISSUANCE
      - Convertibility or redemption provisions?
      - Assessable shares?
      - Requiring supermajority votes?
      - Stock certificate legend requirements
      - Dividends and distributions
  • DIRECTOR DUTIES
  • REPORTS TO SHAREHOLDERS AND INFORMATION TO PUBLIC
  • MERGERS, CONVERSIONS AND REORGANIZATIONS
  • SHAREHOLDER DERIVATIVE ACTIONS AND ACTION BY ATTORNEY GENERAL
  • USEFULNESS OF FLEXIBLE PURPOSE CORPORATIONS - ARE THE ADVANTAGES WORTH THE RISKS?
    BENEFIT CORPORATIONS
  • SETTING UP THE CORPORATION
  • DIRECTOR AND OFFICER DUTIES
  • SHAREHOLDERS' OR DIRECTOR'S "BENEFIT ENFORCEMENT" ACTION AGAINST CORPORATION
  • TERMINATION OF BENEFIT CORPORATION STATUS
    OTHER NEW DEVELOPMENTS IN CALIFORNIA CORPORATE LAW
  • NEW STANDARDS GOVERNING CORPORATION'S ABILITY TO PAY DIVIDENDS AND REDEEM/REPURCHASE SHARES (AB 571)
  • CHANGES TO ANNUAL STATEMENT OF INFORMATION (AB 657)
  • DIRECTOR AND OFFICER LIABILITY UNDER CORPS.C. §25504 FOR CORPORATION'S VIOLATION OF SECURITIES STATUTES REGARDLESS OF CONTROL OVER CORPORATION
  • FRAUD RECOVERY BY HOLDERS OF WORTHLESS SECURITIES? (NEW SPLIT OF AUTHORITY)


    Panelists
    C. Hugh Friedman, Moderator -- -- Professor of Law, University of San Diego School of Law
    James F. Fotenos -- Greene Radovsky Maloney Share & Hennigh LLP, San Francisco
    David M. Hernand -- Gibson Dunn, Los Angeles
    Keith P. Bishop -- Allen Matkins Leck Gamble Mallory & Natsis LLP, Irvine
    John B. Montgomery -- Montgomery & Hansen LLP, Menlo Park