Corporations: dissolutions: separate shareholder agreements.
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AB 1535 — Corporations: dissolutions: separate shareholder agreements.
Last action — Chaptered by Secretary of State - Chapter 721, Statutes of 2017.
No card. One bill, free forever — alerts when it moves.
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✓Introduced
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✓In Committee
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✓Passed Assembly
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✓Passed Senate
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✓To Executive
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6Enacted
This bill has been enacted into law. Introduced February 17, 2017. Enacted.
Prognosis
Where this bill stands today.
Odds of enactment
HighHow often bills like it became law.
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Enacted
Current position in the legislative process.
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1 sponsor
1 primary, 0 co-sponsors signed on.
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Cleared a recorded vote
Passed 1 recorded vote so far.
Prognosis reads this bill's own signals — stage, sponsorship breadth, committee status, recorded votes and cross-state momentum. Odds come from a model trained on which bills have become law.
Summary
Existing law governs suits concerning the dissolution of corporations. Under this law, subject to any contrary provision in the articles, in a suit for involuntary dissolution or a proceeding for voluntary dissolution initiated by a shareholder vote representing only 50% of the voting power, the corporation or, if it does not elect to purchase, the holders of 50% or more of the voting power, as purchasing shareholders, may avoid the corporation's dissolution and appointment of a receiver by purchasing the plaintiff's or shareholder's shares at fair value. This bill would specify that those contrary provisions in the articles may include a reference to a separate written agreement between 2 or more shareholders pertaining to the purchase of shares.
Bill Text
- Chaptered 10/12/17 - Chaptered Current pdf October 12, 2017
- Enrolled 09/07/17 - Enrolled pdf September 07, 2017
- Amended 06/21/17 - Amended Senate pdf June 21, 2017
- Amended 06/08/17 - Amended Senate pdf June 08, 2017
- Introduced 02/17/17 - Introduced pdf February 17, 2017
- AB1535 View text html
Action History
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Chaptered by Secretary of State - Chapter 721, Statutes of 2017.
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Approved by the Governor.
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Enrolled and presented to the Governor at 2:30 p.m.
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Senate amendments concurred in. To Engrossing and Enrolling. (Ayes 76. Noes 0. Page 2940.).
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In Assembly. Concurrence in Senate amendments pending. May be considered on or after September 2 pursuant to Assembly Rule 77.
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Read third time. Passed. Ordered to the Assembly. (Ayes 39. Noes 0. Page 2336.).
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Read second time. Ordered to third reading.
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From committee: Do pass. (Ayes 7. Noes 0.) (July 18).
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From committee chair, with author's amendments: Amend, and re-refer to committee. Read second time, amended, and re-referred to Com. on JUD.
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Read second time and amended. Re-referred to Com. on JUD.
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From committee: Amend, and do pass as amended and re-refer to Com. on JUD. (Ayes 11. Noes 0.) (June 7).
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Referred to Coms. on B. & F.I. and JUD.
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In Senate. Read first time. To Com. on RLS. for assignment.
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Read third time. Passed. Ordered to the Senate. (Ayes 76. Noes 0. Page 1386.)
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Read second time. Ordered to third reading.
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From committee: Do pass. (Ayes 10. Noes 0.) (May 1).
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In committee: Hearing postponed by committee.
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Referred to Com. on B. & F.
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From printer. May be heard in committee March 21.
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Read first time. To print.
Sponsors
- Maienschein · Primary
Sponsorship breakdown
Export CSV (upgrade) →1 sponsors · 0 co-sponsors · 121 not signed on
Sponsors (1)
- Maienschein
Co-sponsors (0)
None.
Not signed on (121)
121 members have not signed on to this bill.
Show all 121 →"Not signed on" means a member has not sponsored or co-sponsored this bill — it does not imply opposition. Members flagged Voted No have a recorded No vote on this bill.
Votes
| Party | Yea | Nay | Present | Not Voting |
|---|---|---|---|---|
| Unaffiliated | 55 | 0 | 0 | 3 |
| Democratic | 15 | 0 | 0 | 0 |
| Republican | 6 | 0 | 0 | 0 |
| Total | 76 | 0 | 0 | 3 |
| % of votes cast | 96% | 0% | 0% | 4% |
How each member voted (79)
| Member | Party | Vote |
|---|---|---|
| Acosta | — | Yea |
| Bigelow | — | Yea |
| Bloom | — | Yea |
| Brough | — | Yea |
| Jones-Sawyer | — | Yea |
| Maienschein | — | Yea |
| Mathis | — | Yea |
| Mullin | — | Yea |
| Obernolte | — | Yea |
| Thurmond | — | Yea |
| Waldron | — | Yea |
| Weber | — | Yea |
| Cooley | — | Yea |
| Cooper | — | Yea |
| Burke | — | Yea |
| Chau | — | Yea |
| Gonzalez Fletcher | — | Yea |
| Gloria | — | Yea |
| Holden | — | Yea |
| Chu | — | Yea |
| Fong | — | Yea |
| Salas | — | Yea |
| Cunningham | — | Yea |
| Kiley | — | Yea |
| Levine | — | Yea |
| Gray | — | Yea |
| Low | — | Yea |
| Bocanegra | — | Yea |
| Mayes | — | Yea |
| Rubio | — | Yea |
| McCarty | — | Yea |
| Medina | — | Yea |
| Melendez | — | Yea |
| Nazarian | — | Yea |
| Quirk | — | Yea |
| Rendon | — | Yea |
| Rodriguez | — | Yea |
| Santiago | — | Yea |
| Ting | — | Yea |
| Voepel | — | Yea |
| Wood | — | Yea |
| Friedman | — | Yea |
| Harper | — | Yea |
| Baker | — | Yea |
| Chiu | — | Yea |
| Chávez | — | Yea |
| O'Donnell | — | Yea |
| Ridley-Thomas | — | Not Voting |
| Steinorth | — | Yea |
| Eggman | — | Yea |
| Dababneh | — | Yea |
| Daly | — | Yea |
| Frazier | — | Not Voting |
| Cristina Garcia | — | Yea |
| Eduardo Garcia | — | Not Voting |
| Jim Patterson | — | Yea |
| Mark Stone | — | Yea |
| Travis Allen | — | Yea |
| Aguiar-Curry, Cecilia M. | Democratic | Yea |
| Arambula, Joaquin | Democratic | Yea |
| Berman, Marc | Democratic | Yea |
| Bonta, Mia | Democratic | Yea |
| Caballero, Anna M. | Democratic | Yea |
| Calderon, Lisa | Democratic | Yea |
| Cervantes, Sabrina | Democratic | Yea |
| Gipson, Mike A. | Democratic | Yea |
| Grayson, Timothy S. | Democratic | Yea |
| Irwin, Jacqui | Democratic | Yea |
| Kalra, Ash | Democratic | Yea |
| Limón, Monique | Democratic | Yea |
| Muratsuchi, Al | Democratic | Yea |
| Quirk-Silva, Sharon | Democratic | Yea |
| Reyes, Eloise Gómez | Democratic | Yea |
| Chen, Phillip | Republican | Yea |
| Choi, Steven S. | Republican | Yea |
| Dahle, Megan | Republican | Yea |
| Flora, Heath | Republican | Yea |
| Gallagher, James | Republican | Yea |
| Lackey, Tom | Republican | Yea |
Subjects
Frequently asked questions
- What does AB 1535 do?
- Existing law governs suits concerning the dissolution of corporations. Under this law, subject to any contrary provision in the articles, in a suit for involuntary dissolution or a proceeding for voluntary dissolution initiated by a shareholder vote representing only 50% of the voting power, the corporation or, if it does not elect to purchase, the holders of 50% or more of the voting power, as purchasing shareholders, may avoid the corporation's dissolution and appointment of a receiver by purchasing the plaintiff's or shareholder's shares at fair value. This bill would specify that those contrary provisions in the articles may include a reference to a separate written agreement between 2 or more shareholders pertaining to the purchase of shares.
- Who sponsors AB 1535?
- AB 1535 is sponsored by Maienschein.
- What is the current status of AB 1535?
- This bill has been enacted into law. Introduced February 17, 2017. Enacted.
- Where can I track AB 1535?
- Track AB 1535 free on One Click Politics — get push/email alerts when it moves.
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