Corporations: conversions: foreign corporation or foreign other business entity.
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SB 288 — Corporations: conversions: foreign corporation or foreign other business entity.
Last action — July 6 set for first hearing. Failed passage in committee. (Ayes 4. Noes 3.) Reconsideration granted.
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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3Passed Senate
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4Passed Assembly
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5To Executive
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6Enacted
This bill died with 2021-2022 Regular Session. It reached “Passed Senate” and never advanced before the session ended, so it can no longer move — a new version would have to be reintroduced in the current session.
This bill is no longer active — its legislative session has ended, so there is no live prognosis. It would have to be reintroduced in the current session to move again.
Summary
Existing law establishes procedures for the conversion of corporations into a domestic other business entity, including, but not limited to, a limited liability company or a partnership. Under existing law, a converting corporation is required to file specified documents with the Secretary of State. Existing law authorizes the Secretary of State to charge an entity a $150 fee for its conversion that is paid into the Secretary of State's Business Fees Fund. This bill would additionally allow for the conversion of a corporation into a foreign corporation or foreign other business entity, as specified, and would require the converting corporation to file a certificate of conversion with the Secretary of State. The bill would make the Secretary of State the agent for service of process in an action or proceeding against a corporation that has converted to a foreign corporation or foreign other business entity in specified instances. The bill would make other conforming and nonsubstantive changes.
Bill Text
- Amended 03/11/21 - Amended Senate Current pdf March 11, 2021
- Amended 02/24/21 - Amended Senate pdf February 24, 2021
- Introduced 02/01/21 - Introduced pdf February 01, 2021
- SB288 View text html
Action History
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July 6 set for first hearing. Failed passage in committee. (Ayes 4. Noes 3.) Reconsideration granted.
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From committee: Do pass and re-refer to Com. on JUD. with recommendation: To consent calendar. (Ayes 12. Noes 0.) (June 29). Re-referred to Com. on JUD.
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Joint Rule 62(a) suspended. (Ayes 56. Noes 19. Page 2124.)
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June 28 hearing postponed by committee.
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June 14 hearing postponed by committee.
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Referred to Coms. on B. & F. and JUD.
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In Assembly. Read first time. Held at Desk.
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Read third time. Passed. (Ayes 39. Noes 0. Page 750.) Ordered to the Assembly.
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Read second time. Ordered to third reading.
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From committee: Do pass. (Ayes 7. Noes 0. Page 669.) (April 5).
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Set for hearing April 5.
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From committee: Do pass and re-refer to Com. on APPR with recommendation: To consent calendar. (Ayes 11. Noes 0. Page 518.) (March 16). Re-referred to Com. on APPR.
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From committee with author's amendments. Read second time and amended. Re-referred to Com. on JUD.
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Set for hearing March 16.
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From committee: Do pass and re-refer to Com. on JUD. (Ayes 9. Noes 0. Page 456.) (March 10). Re-referred to Com. on JUD.
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From committee with author's amendments. Read second time and amended. Re-referred to Com. on B. & F.I.
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Joint Rule 55 suspended. (Ayes 32. Noes 4. Page 272.)
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(Ayes 32. Noes 4.)
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Art. IV. Sec. 8(a) of the Constitution dispensed with.
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Set for hearing March 10.
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Referred to Coms. on B. & F.I. and JUD.
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From printer. May be acted upon on or after March 4.
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Introduced. Read first time. To Com. on RLS. for assignment. To print.
Sponsors
- Brian W. Jones · Primary
- Min · Cosponsor
Sponsorship breakdown
Export CSV (upgrade) →1 sponsors · 1 co-sponsors · 120 not signed on · 4 voted No
Sponsors (1)
- Jones, Brian W. Republican
Co-sponsors (1)
- Min
Not signed on (120)
120 members have not signed on to this bill.
Show all 120 →"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 |
|---|---|---|---|---|
| Republican | 1 | 0 | 0 | 0 |
| Democratic | 0 | 2 | 0 | 0 |
| Unaffiliated | 0 | 0 | 0 | 2 |
| Total | 1 | 2 | 0 | 2 |
| % of votes cast | 20% | 40% | 0% | 40% |
How each member voted (5)
| Member | Party | Vote |
|---|---|---|
| Bradford | — | Not Voting |
| Skinner | — | Not Voting |
| Wahab, Aisha | Democratic | Nay |
| Wiener, Scott D. | Democratic | Nay |
| Ochoa Bogh, Rosilicie | Republican | Yea |
| Party | Yea | Nay | Present | Not Voting |
|---|---|---|---|---|
| Unaffiliated | 2 | 0 | 0 | 0 |
| Democratic | 2 | 0 | 0 | 0 |
| Republican | 1 | 0 | 0 | 0 |
| Total | 5 | 0 | 0 | 0 |
| % of votes cast | 100% | 0% | 0% | 0% |
How each member voted (5)
| Member | Party | Vote |
|---|---|---|
| Skinner | — | Yea |
| Bradford | — | Yea |
| Wahab, Aisha | Democratic | Yea |
| Wiener, Scott D. | Democratic | Yea |
| Ochoa Bogh, Rosilicie | Republican | Yea |
| Party | Yea | Nay | Present | Not Voting |
|---|---|---|---|---|
| Unaffiliated | 2 | 2 | 0 | 3 |
| Republican | 2 | 0 | 0 | 0 |
| Democratic | 0 | 1 | 0 | 1 |
| Total | 4 | 3 | 0 | 4 |
| % of votes cast | 36% | 27% | 0% | 36% |
How each member voted (11)
| Member | Party | Vote |
|---|---|---|
| Chau | — | Yea |
| Maienschein | — | Nay |
| Chiu | — | Not Voting |
| Kiley | — | Not Voting |
| Holden | — | Not Voting |
| Lorena Gonzalez | — | Nay |
| Mark Stone | — | Yea |
| Kalra, Ash | Democratic | Nay |
| Reyes, Eloise Gómez | Democratic | Not Voting |
| Davies, Laurie | Republican | Yea |
| Gallagher, James | Republican | Yea |
| Party | Yea | Nay | Present | Not Voting |
|---|---|---|---|---|
| Democratic | 7 | 0 | 0 | 0 |
| Unaffiliated | 3 | 0 | 0 | 0 |
| Republican | 2 | 0 | 0 | 0 |
| Total | 12 | 0 | 0 | 0 |
| % of votes cast | 100% | 0% | 0% | 0% |
How each member voted (12)
| Member | Party | Vote |
|---|---|---|
| Burke | — | Yea |
| Cristina Garcia | — | Yea |
| Mark Stone | — | Yea |
| Bauer-Kahan, Rebecca | Democratic | Yea |
| Cervantes, Sabrina | Democratic | Yea |
| Gabriel, Jesse | Democratic | Yea |
| Grayson, Timothy S. | Democratic | Yea |
| Nguyen, Stephanie | Democratic | Yea |
| Petrie-Norris, Cottie | Democratic | Yea |
| Wicks, Buffy | Democratic | Yea |
| Chen, Phillip | Republican | Yea |
| Choi, Steven S. | Republican | Yea |
| Party | Yea | Nay | Present | Not Voting |
|---|---|---|---|---|
| Unaffiliated | 23 | 0 | 0 | 0 |
| Democratic | 12 | 0 | 0 | 1 |
| Republican | 4 | 0 | 0 | 0 |
| Total | 39 | 0 | 0 | 1 |
| % of votes cast | 98% | 0% | 0% | 3% |
How each member voted (40)
| Member | Party | Vote |
|---|---|---|
| Wilk | — | Yea |
| Bates | — | Yea |
| Skinner | — | Yea |
| Hueso | — | Yea |
| Leyva | — | Yea |
| Roth | — | Yea |
| Borgeas | — | Yea |
| Wieckowski | — | Yea |
| Kamlager | — | Yea |
| Pan | — | Yea |
| Min | — | Yea |
| Portantino | — | Yea |
| Hertzberg | — | Yea |
| Dodd | — | Yea |
| Gonzalez | — | Yea |
| Rubio | — | Yea |
| Newman | — | Yea |
| Melendez | — | Yea |
| Glazer | — | Yea |
| Atkins | — | Yea |
| Nielsen | — | Yea |
| Bradford | — | Yea |
| Eggman | — | Yea |
| Allen, Benjamin | Democratic | Yea |
| Archuleta, Bob | Democratic | Yea |
| Becker, Josh | Democratic | Yea |
| Caballero, Anna M. | Democratic | Yea |
| Cortese, Dave | Democratic | Yea |
| Durazo, Maria Elena | Democratic | Yea |
| Hurtado, Melissa | Democratic | Yea |
| Laird, John | Democratic | Yea |
| Limón, Monique | Democratic | Not Voting |
| McGuire, Mike | Democratic | Yea |
| Stern, Henry I. | Democratic | Yea |
| Umberg, Thomas J. | Democratic | Yea |
| Wiener, Scott D. | Democratic | Yea |
| Dahle, Megan | Republican | Yea |
| Grove, Shannon | Republican | Yea |
| Jones, Brian W. | Republican | Yea |
| Ochoa Bogh, Rosilicie | Republican | Yea |
| Party | Yea | Nay | Present | Not Voting |
|---|---|---|---|---|
| Democratic | 1 | 0 | 0 | 0 |
| Unaffiliated | 5 | 0 | 0 | 0 |
| Republican | 1 | 0 | 0 | 0 |
| Total | 7 | 0 | 0 | 0 |
| % of votes cast | 100% | 0% | 0% | 0% |
How each member voted (7)
| Member | Party | Vote |
|---|---|---|
| Portantino | — | Yea |
| Kamlager | — | Yea |
| Bradford | — | Yea |
| Bates | — | Yea |
| Wieckowski | — | Yea |
| Laird, John | Democratic | Yea |
| Jones, Brian W. | Republican | Yea |
| Party | Yea | Nay | Present | Not Voting |
|---|---|---|---|---|
| Democratic | 6 | 0 | 0 | 0 |
| Unaffiliated | 4 | 0 | 0 | 0 |
| Republican | 1 | 0 | 0 | 0 |
| Total | 11 | 0 | 0 | 0 |
| % of votes cast | 100% | 0% | 0% | 0% |
How each member voted (11)
| Member | Party | Vote |
|---|---|---|
| Hertzberg | — | Yea |
| Borgeas | — | Yea |
| Gonzalez | — | Yea |
| Wieckowski | — | Yea |
| Caballero, Anna M. | Democratic | Yea |
| Durazo, Maria Elena | Democratic | Yea |
| Laird, John | Democratic | Yea |
| Stern, Henry I. | Democratic | Yea |
| Umberg, Thomas J. | Democratic | Yea |
| Wiener, Scott D. | Democratic | Yea |
| Jones, Brian W. | Republican | Yea |
| Party | Yea | Nay | Present | Not Voting |
|---|---|---|---|---|
| Unaffiliated | 4 | 0 | 0 | 0 |
| Democratic | 3 | 0 | 0 | 0 |
| Republican | 2 | 0 | 0 | 0 |
| Total | 9 | 0 | 0 | 0 |
| % of votes cast | 100% | 0% | 0% | 0% |
How each member voted (9)
| Member | Party | Vote |
|---|---|---|
| Hueso | — | Yea |
| Min | — | Yea |
| Bradford | — | Yea |
| Portantino | — | Yea |
| Caballero, Anna M. | Democratic | Yea |
| Durazo, Maria Elena | Democratic | Yea |
| Limón, Monique | Democratic | Yea |
| Dahle, Megan | Republican | Yea |
| Ochoa Bogh, Rosilicie | Republican | Yea |
Subjects
Frequently asked questions
- What does SB 288 do?
- Existing law establishes procedures for the conversion of corporations into a domestic other business entity, including, but not limited to, a limited liability company or a partnership. Under existing law, a converting corporation is required to file specified documents with the Secretary of State. Existing law authorizes the Secretary of State to charge an entity a $150 fee for its conversion that is paid into the Secretary of State's Business Fees Fund. This bill would additionally allow for the conversion of a corporation into a foreign corporation or foreign other business entity, as specified, and would require the converting corporation to file a certificate of conversion with the Secretary of State. The bill would make the Secretary of State the agent for service of process in an action or proceeding against a corporation that has converted to a foreign corporation or foreign other business entity in specified instances. The bill would make other conforming and nonsubstantive changes.
- Who sponsors SB 288?
- SB 288 is sponsored by Jones, Brian W. (Republican) and Min.
- What is the current status of SB 288?
- This bill died with 2021-2022 Regular Session. It reached “Passed Senate” and never advanced before the session ended, so it can no longer move — a new version would have to be reintroduced in the current session.
- Where can I track SB 288?
- Track SB 288 free on One Click Politics — get push/email alerts when it moves.
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