Get Up to Speed With
Two New Corporate Entities
Flexible Purpose Corporations Benefit Corporations
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!
Call for more information or to enroll:
818-990-3260 (Ext. 2) or 1-800-747-3161 (Ext. 2)
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) |
| |
| ETHICAL CONSIDERATIONS |
| |
Presenters
C. HUGH FRIEDMAN
Professor of Law
University of San Diego School of Law
MODERATOR
JAMES F. FOTENOS
Greene Radovsky Maloney
Share & Hennigh LLP
San Francisco
KEITH P. BISHOP
Allen Matkins Leck Gamble
Mallory & Natsis LLP
Irvine
JOHN B. MONTGOMERY
Montgomery & Hansen LLP
Menlo Park
SUSAN H. MAC CORMAC
Morrison & Foerster LLP
San Francisco
San Francisco location only
DAVID M. HERNAND
Gibson Dunn
Los Angeles
Los Angeles location only
Dates / Times / Locations
Registration: 5:30 PM · Program: 6:00 PM - 9:15 PM
LIVE PROGRAMS:
SAN FRANCISCO
WEDNESDAY, FEBRUARY 8, 2012
Hotel Nikko San Francisco
222 Mason Street
(415) 394-1111
LOS ANGELES
MONDAY, FEBRUARY 13, 2012
Los Angeles Marriott Downtown
333 S. Figueroa Street
(213) 617-1133
VIDEO REPLAYS:
COSTA MESA
MONDAY, FEBRUARY 27, 2012
The Westin South Coast Plaza
686 Anton Blvd.
(714) 540-2500
SHERMAN OAKS
TUESDAY, FEBRUARY 28, 2012
Courtyard by Marriott
15433 Ventura Boulevard
(818) 981-5400
SAN DIEGO
WEDNESDAY, FEBRUARY 29, 2012
Courtyard San Diego Airport/Liberty Station
2592 Laning Road
(619) 221-1900
MCLE Credit
3 HOUR MCLE (including 0.5 Hour Legal Ethics)
The Rutter Group certifies that this activity has been approved for MCLE credit by The State Bar of California in the amount of 3 hours, of which 0.5 hour applies toward Legal Ethics. Visit www.RutterOnline.com™ to earn additional MCLE participatory credit!
Tuition
TRG Seminar PASSholders (admission only) - FREE
TUITION - $160
Special Offers for Enrollees:
California Practice Guide: Corporations - $200 plus applicable sales tax (Regularly $415)
For more information, please call (800) 747-3161, Ext. 2
To order Rutter Group publications via the internet, click here.
The Rutter Group • A Division of West, a Thomson Reuters business • 15760 Ventura Boulevard, Suite 630 • Encino, CA 91436 • (818) 990-3260 or (800) 747-3161

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