BILL NUMBER: AB 285	CHAPTERED
	BILL TEXT

	CHAPTER  96
	FILED WITH SECRETARY OF STATE  AUGUST 6, 2009
	APPROVED BY GOVERNOR  AUGUST 5, 2009
	PASSED THE SENATE  JUNE 22, 2009
	PASSED THE ASSEMBLY  JUNE 25, 2009
	AMENDED IN SENATE  MAY 12, 2009

INTRODUCED BY   Assembly Member Tran

                        FEBRUARY 13, 2009

   An act to amend Section 20 of the Corporations Code, relating to
corporations.


	LEGISLATIVE COUNSEL'S DIGEST


   AB 285, Tran. Corporations: electronic transmissions.
   Existing law provides requirements for an authorized electronic
transmission by a corporation, including without limitation, that the
recipient has provided an unrevoked consent to the means of
transmission and that an electronic transmission to an individual
shareholder or member satisfies the federal Electronic Signatures in
Global and National Commerce Act.
   This bill would eliminate the requirement to satisfy that federal
law and would require that the consent to electronic transmissions to
an individual shareholder or member of the corporation who is a
natural person be preceded by or include a written statement to the
recipient containing specified information.


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

  SECTION 1.  Section 20 of the Corporations Code is amended to read:

   20.  "Electronic transmission by the corporation" means a
communication (a) delivered by (1) facsimile telecommunication or
electronic mail when directed to the facsimile number or electronic
mail address, respectively, for that recipient on record with the
corporation, (2) posting on an electronic message board or network
which the corporation has designated for those communications,
together with a separate notice to the recipient of the posting,
which transmission shall be validly delivered upon the later of the
posting or delivery of the separate notice thereof, or (3) other
means of electronic communication, (b) to a recipient who has
provided an unrevoked consent to the use of those means of
transmission for communications under or pursuant to this code, and
(c) that creates a record that is capable of retention, retrieval,
and review, and that may thereafter be rendered into clearly legible
tangible form. However, an electronic transmission under this code by
a corporation to an individual shareholder or member of the
corporation who is a natural person, and if an officer or director of
the corporation, only if communicated to the recipient in that
person's capacity as a shareholder or member, is not authorized
unless, in addition to satisfying the requirements of this section,
the consent to the transmission has been preceded by or includes a
clear written statement to the recipient as to (a) any right of the
recipient to have the record provided or made available on paper or
in nonelectronic form, (b) whether the consent applies only to that
transmission, to specified categories of communications, or to all
communications from the corporation, and (c) the procedures the
recipient must use to withdraw consent.