Following are summaries of bills enacted into law that may affect filings made and business conducted with the Secretary of State’s office. Unless otherwise indicated, these measures will take effect on January 1, 2019. To research any legislation or existing law, please refer to the California Legislative Information website.
Business Entities
Chapter 679, Statutes of 2018 (AB 2503 Irwin)
Provides the California Franchise Tax Board with authority to administratively dissolve or cancel general stock corporations and limited liability companies that have been suspended or forfeited for 48 consecutive months. Once received from Franchise Tax Board, the Secretary of State is required to post on its website the list of general stock corporations and limited liability companies subject to Franchise Tax Board administrative dissolution/cancellation.
Chapter 696, Statutes of 2018 (SB 1196 Jackson)
Allows a person who learns or reasonably suspects that their personal identifying information has been used unlawfully in a business entity filing with the Secretary of State to obtain a court order to have their personal identifying information redacted or labeled on the filing as being impersonated and to have their personal identifying information removed from publicly accessible indexes and databases.
Chapter 954, Statutes of 2018 (SB 826 Jackson)
Requires every publicly traded corporation that lists a California principal executive address on its Securities Exchange Commission (SEC) Form 10-K filing to have at least one female, (defined as "an individual who self-identifies her gender as a woman, without regard to the individual’s designated sex at birth"), on its Board of Directors by December 31, 2019. Also requires every publicly traded corporation that lists a California principal executive address on its SEC Form 10-K filing by December 31, 2021, to have at least one female member and up to three female members of its Board of Directors depending on the total authorized number of directors.
Requires the Secretary of State to publish a report on its website by July 1, 2019, providing the number of corporations subject to this law that have at least one female director and requires the Secretary of State to publish a report on its website by March 1, 2020, and annually thereafter, providing: 1) The number of corporations in compliance with this law at some point during the previous year; 2) The number of corporations moving their headquarters in or out of California during the preceding year; and 3) The number of corporations subject to this law during the preceding year that no longer are publicly traded.
