Following are summaries of the 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, 2021.  To research any legislation or existing law, please refer to the California Legislative Information website.


Business Entities: Filings

Chapter 361, Statutes of 2020 (SB 522 Hertzberg)
Requires corporations to include their Secretary of State entity number on all Corporation filings.  Sets forth the name review standards for corporations, limited liability companies and limited partnerships.  The names of corporations, limited liability companies and limited partnerships must be "distinguishable in the records" of the Secretary of State from an existing entity of the same type and "may not be likely to mislead the public". 


Corporations: Board of Directors: Underrepresented Communities

Chapter 316, Statutes of 2020 (AB 979 Holden)
Requires every publicly held corporation that lists a California principal executive address on its Securities Exchange Commission (SEC) Form 10-K filing to have at least one person from an underrepresented community, (defined as " an individual who self-identifies as Black, African American, Hispanic, Latino, Asian, Pacific Islander, Native American, Native Hawaiian, or Alaska Native, or who self-identifies as gay, lesbian, bisexual, or transgender"), on its Board of Directors by December 31, 2021. Also requires every publicly held corporation that lists a California principal executive address on its SEC Form 10-K filing by December 31, 2022, to have at least one member from an underrepresented community and up to three members of its Board of Directors from underrepresented communities depending on the total authorized number of directors.

Requires the Secretary of State to publish a report on its website by March 1, 2022, 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.


Wages: Enforcement

Chapter 357, Statutes of 2020 (AB 3075 Gonzalez)
Beginning January 1, 2022, or upon certification by the Secretary of State that California Business Connect is fully implemented, whichever is earlier, requires the statement of information for stock and foreign corporations and for limited liability companies to also contain a statement indicating whether any officer or any director, or, in the case of a limited liability company, any member or any manager, has an outstanding final judgment issued by the Division of Labor Standards Enforcement or a court of law, for which no appeal therefrom is pending, for the violation of any wage order or provision of the Labor Code. Requires, if the Secretary of State certifies California Business Connect is implemented prior to January 1, 2022, the Secretary of State to post notice of the certification on the homepage of its internet website and send notice of the certification to the Legislative Counsel.

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