Assemblyman Wants State To Recommend People To Sit On Private Corp Boards

[Ayatollahgondola]

And of course it has to be related to race and gender. Now the state wants to engineer the boards of directors of Private corporations.
Installing officers of their choosing in exchange for favorable legislation anyone?

BILL NUMBER: AB 1255 INTRODUCED
BILL TEXT


INTRODUCED BY Assembly Member V. Manuel Pérez
(Coauthor: Assembly Member Swanson)

FEBRUARY 18, 2011

An act to amend Section 312 of the Corporations Code, relating to
corporations.


LEGISLATIVE COUNSEL'S DIGEST


AB 1255, as introduced, V. Manuel Pérez. Corporations: boards of
directors.
Existing law provides for the formation and operation of a
corporation and prescribes the powers and duties of a corporation's
board of directors in the direction and management of the
corporation. Existing law also requires the Secretary of State to
develop a registry of distinguished women and minorities who are
available to serve on corporate boards of directors, as specified.
This bill would require the secretary, to the extent that
registries are known and available, to provide corporations with
information regarding the registries of potentially qualified
candidates for corporate directorships, and would authorize the
secretary to collaborate with specified offices and entities in
connection with these duties. The bill would also make findings and
declarations of the Legislature and state the intent of the
Legislature regarding future membership on corporate boards of
directors.
Vote: majority. Appropriation: no. Fiscal committee: yes.
State-mandated local program: no.


THE PEOPLE OF THE STATE OF CALIFORNIA DO ENACT AS FOLLOWS:

SECTION 1. The Legislature finds and declares the following:
(a) As unprecedented numbers of baby boomers prepare to retire
from the market place, many corporate boards will be seeking new
members to help shape their businesses for the future. This
demographic trend reflects not only a generational shift in the
United States, but it also marks a shift in the race and ethnicity of
the nation's working age population.
(b) The California Budget Project estimates that by 2020, nearly
60 percent of the working age population in California will be
comprised of Latinos, African Americans, and Asian Americans.
Similarly, the composition of the United States consumer base is
changing. Minority purchasing power in the United States is expected
to triple from $1.3 trillion in 2000 to over $4 trillion by 2045.
This represents over a 70-percent growth of total United States
purchasing power during the same time period.
(c) While companies that want to remain competitive are designing
new and adapting existing products and services to meet this
expanding market, corporate leadership is not keeping pace with the
changing demographics. There remains a significant gap in the ethnic
and gender diversity of corporate boards. Research shows that while
women comprise slightly more than half the United States population,
they hold only 17 percent of the positions on corporate boards of
Fortune 100 companies. Research also suggests that companies with
more diverse boards have higher performance and other financial
metrics, including return on equity, return on sales, and return on
investment.
(d) One of the initial barriers to broadening the demographic
diversity of corporate board membership is that slates of candidates
presented to corporate boards often have a limited number, if any, of
female candidates or candidates of color. With corporate boards most
interested in choosing from among the very best prospective board
members, increasing diversity among the pool of qualified candidates
is essential.
(e) Increasing awareness of corporate board candidate directories
assists corporate boards and their consultants to more
cost-effectively consider a broader range of individuals when
selecting members of the board of directors. The state would also
benefit from having stronger corporate boards of directors and the
resulting better performing companies through higher tax revenues as
a result of higher corporate revenues and greater job retention and
creation.
(f) The following are among the public purposes served by the
distribution and promotion of these directories: increasing the
number of jobs created and retained in the state; increasing income
tax revenues collected as a result of increased job creation and
retention; increasing tax revenues collected by the state as a result
of higher corporate revenues; increasing sales tax revenues
collected as a result of increased sales of products produced in the
state.
SEC. 2. Section 312 of the Corporations Code is amended to read:
312. (a) A corporation shall have a chairman of the board or a
president or both, a secretary, a chief financial officer and such
other officers with such titles and duties as shall be stated in the
bylaws or determined by the board and as may be necessary to enable
it to sign instruments and share certificates. The president, or if
there is no president the chairman of the board, is the general
manager and chief executive officer of the corporation, unless
otherwise provided in the articles or bylaws. Any number of offices
may be held by the same person unless the articles or bylaws provide
otherwise.
(b) Except as otherwise provided by the articles or bylaws,
officers shall be chosen by the board and serve at the pleasure of
the board, subject to the rights, if any, of an officer under any
contract of employment. Any officer may resign at any time upon
written notice to the corporation without prejudice to the rights, if
any, of the corporation under any contract to which the officer is a
party.
(c) (1) The Secretary of State shall, to the extent that
registries are known and available, provide corporations with
information on registries of potentially qualified candidates for
corporate boards. Corporations are not required to choose corporate
board candidates from these lists. These materials are for
informational purposes only.
(2) In undertaking this activity, the Secretary of State may
collaborate with the Public Employees' Retirement System, the State
Teachers' Retirement System, the Council of Institutional Investors
and other corporate governance associations, the Commission on the
Status of Women and other women-focused organizations, minority
organizations, business and professional organizations, and any other
individual or entity the secretary deems appropriate, for any of the
following purposes:
(A) Promoting corporate use of the registry.
(B) Educating interested parties on the purpose and most effective
use of these registries.
(3) The secretary may also prepare and distribute publications
designed to promote informed use of corporate board candidate
registries.

[Jeanfromfillmore]

That is just unbelievable. Socialism (social justice), affirmative action, and crony(ism) all right out there for all to see.

[ilbegone]

This will be another drive out of business, at least the executive part.

Merely move the headquarters to Nevada or Arizona and incorporate in another state.

The state is in perhaps irrepairable financial condition, and they come out with this? What clowns we have in Sacramento.