BILL NUMBER: AB 2752	AMENDED
	BILL TEXT

	AMENDED IN SENATE  AUGUST 17, 2004
	AMENDED IN SENATE  JULY 19, 2004
	AMENDED IN SENATE  JUNE 29, 2004
	AMENDED IN ASSEMBLY  APRIL 28, 2004
	AMENDED IN ASSEMBLY  APRIL 14, 2004

INTRODUCED BY   Assembly Member Chu
   (Coauthor:  Senator Escutia)

                        FEBRUARY 20, 2004

   An act to add Section 301.2 to the Corporations Code, relating to
corporations.


	LEGISLATIVE COUNSEL'S DIGEST


   AB 2752, as amended, Chu.  Corporations:  elections.
   Existing law, the General Corporation Law, generally provides for
the election of a corporation's directors at its annual shareholders'
meeting.
   This bill would require a publicly traded domestic corporation or
foreign corporation, as defined, to file a copy of its corporate
election procedures with the Secretary of State, and to make them
available to a shareholder upon his or her written request to the
corporation's investor relations department.
   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.  This act shall be known and may be cited as the
Corporate Elections  Fairness   Disclosure 
Act of 2004.
  SEC. 2.  Section 301.2 is added to the Corporations Code, to read:

   301.2.  (a) For purposes of this section, the following
definitions shall apply:
   (1) "Corporate election procedures" means those portions of the
corporation's articles of incorporation and bylaws that relate to the
nomination and election of the corporation's directors.
   (2) "Publicly traded domestic corporation or foreign corporation"
means a corporation that is an issuer, as defined in Section 3 of the
Securities Exchange Act of 1934 as amended (15 U.S.C. Section 78c),
and has at least one class of securities listed or admitted for
trading on a national securities exchange or on the National or
Small-Cap Markets of the NASDAQ Stock Market or on the OTC-Bulletin
Board or on the electronic service operated by Pink Sheets, LLC.
This term does not include a foreign association.
   (b) A publicly traded domestic corporation or foreign corporation
qualified to transact intrastate business shall file a copy of its
corporate election procedures with the Secretary of State within 120
days after the end of its 2004-05 fiscal year or within 120 days of
the effective date of this section, whichever is later, and again
whenever the corporate election procedures are changed or amended.
   (c) A corporation described in paragraph (2) of subdivision (a)
shall make available a copy of its corporate election procedures to a
shareholder upon receipt of a written request from the shareholder
by the investor relations department of the corporation.