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AB-3075 Wages: enforcement.(2019-2020)

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Date Published: 06/10/2020 09:00 PM
AB3075:v96#DOCUMENT

Amended  IN  Assembly  June 10, 2020
Amended  IN  Assembly  May 11, 2020
Amended  IN  Assembly  May 04, 2020

CALIFORNIA LEGISLATURE— 2019–2020 REGULAR SESSION

Assembly Bill
No. 3075


Introduced by Assembly Member Gonzalez
(Principal coauthor: Assembly Member Kalra)

February 21, 2020


An act to amend Section 202 of the Corporations Code, and to amend Sections 1205 and 1206 of the Labor Code, relating to employment.


LEGISLATIVE COUNSEL'S DIGEST


AB 3075, as amended, Gonzalez. Wages: enforcement.
(1) Existing law provides for the formation and governance of various business entities, including, but not limited to, limited liability companies, limited liability partnerships, and corporations. Existing law requires a business entity to file specified documents disclosing information regarding the entity with the Secretary of State, including, but not limited to, the articles of incorporation.
Existing law requires articles of incorporation to contain certain information, including specified statements regarding the purpose for, and activities of, the corporation.
This bill would require the articles of incorporation to also contain a statement signed by the filers, under penalty of perjury, that the filer is not an owner, director, officer, managing agent, or any other person acting on behalf of an employer, as defined, that has an outstanding final judgment issued by the Division of Labor Standards Enforcement or a court of law for violation of any wage order or provision of the Labor Code. Because this bill would expand the crime of perjury, it would impose a state-mandated local program.
(2) Under existing law, the Labor Commissioner enforces statutory wage requirements, including minimum wage amounts. Existing law specifies that nothing in these statutory provisions precludes a local jurisdiction from enforcing local labor standards that are more stringent than the state standards.
This bill would, instead, provide that nothing in the statutory provisions precludes a local jurisdiction from enforcing local labor standards that are at least as stringent as the state standards. stringent, and would expressly authorize local jurisdictions to enforce local standards relating to the payment of wages that are at least as stringent, as state standards.
(3) The California Constitution requires the state to reimburse local agencies and school districts for certain costs mandated by the state. Statutory provisions establish procedures for making that reimbursement.
This bill would provide that no reimbursement is required by this act for a specified reason.
Vote: MAJORITY   Appropriation: NO   Fiscal Committee: YES   Local Program: YES  

The people of the State of California do enact as follows:


SECTION 1.

 Section 202 of the Corporations Code is amended to read:

202.
 The articles of incorporation shall set forth:
(a) The name of the corporation; provided, however, that in order for the corporation to be subject to the provisions of this division applicable to a close corporation (Section 158), the name of the corporation must contain the word “corporation,” “incorporated,” or “limited” or an abbreviation of one of such words.
(b) (1) The applicable one of the following statements:
(A) The purpose of the corporation is to engage in any lawful act or activity for which a corporation may be organized under the General Corporation Law of California other than the banking business, the trust company business or the practice of a profession permitted to be incorporated by the California Corporations Code; or
(B) The purpose of the corporation is to engage in the profession of ____ (with the insertion of a profession permitted to be incorporated by the California Corporations Code) and any other lawful activities (other than the banking or trust company business) not prohibited to a corporation engaging in such profession by applicable laws and regulations.
(2) In case the corporation is a corporation subject to the Banking Law (Division 1.1 (commencing with Section 1000) of the Financial Code), the articles shall set forth a statement of purpose which is prescribed in the applicable provision of the Banking Law.
(3) In case the corporation is a corporation subject to the Insurance Code as an insurer, the articles shall additionally state that the business of the corporation is to be an insurer.
(4) If the corporation is intended to be a “professional corporation” within the meaning of the Moscone-Knox Professional Corporation Act (Part 4 (commencing with Section 13400) of Division 3), the articles shall additionally contain the statement required by Section 13404.
The articles shall not set forth any further or additional statement with respect to the purposes or powers of the corporation, except by way of limitation or except as expressly required by any law of this state other than this division or any federal or other statute or regulation (including the Internal Revenue Code and regulations thereunder as a condition of acquiring or maintaining a particular status for tax purposes).
(c) The name and street address in this state of the corporation’s initial agent for service of process in accordance with subdivision (b) of Section 1502.
(d) The initial street address of the corporation.
(e) The initial mailing address of the corporation, if different from the initial street address.
(f) If the corporation is authorized to issue only one class of shares, the total number of shares which the corporation is authorized to issue.
(g) If the corporation is authorized to issue more than one class of shares, or if any class of shares is to have two or more series:
(1) The total number of shares of each class the corporation is authorized to issue, and the total number of shares of each series which the corporation is authorized to issue or that the board is authorized to fix the number of shares of any such series;
(2) The designation of each class, and the designation of each series or that the board may determine the designation of any such series; and
(3) The rights, preferences, privileges, and restrictions granted to or imposed upon the respective classes or series of shares or the holders thereof, or that the board, within any limits and restrictions stated, may determine or alter the rights, preferences, privileges, and restrictions granted to or imposed upon any wholly unissued class of shares or any wholly unissued series of any class of shares. As to any series the number of shares of which is authorized to be fixed by the board, the articles may also authorize the board, within the limits and restrictions stated therein or stated in any resolution or resolutions of the board originally fixing the number of shares constituting any series, to increase or decrease (but not below the number of shares of such series then outstanding) the number of shares of any such series subsequent to the issue of shares of that series. In case the number of shares of any series shall be so decreased, the shares constituting such decrease shall resume the status which they had prior to the adoption of the resolution originally fixing the number of shares of such series.
(h) An attestation signed by the filers under penalty of perjury that the purpose of the corporation is lawful and that the filer is not an owner, director, officer, managing agent, or any other person acting on behalf of an employer, that has an outstanding final judgment issued by the Division of Labor Standards Enforcement or a court of law for violation of any wage order or provision of the Labor Code.

SEC. 2.

 Section 1205 of the Labor Code is amended to read:

1205.
 (a) As used in this section and in Section 1206:
(1) “Local jurisdiction” means any city, county, district, or agency, or any subdivision or combination thereof.
(2) “State agency” means any state office, officer, department, division, bureau, board, commission, or agency, or any subdivision thereof.
(3) “Labor standards” means any legal requirements regarding wages paid, hours worked, and other conditions of employment.
(b) Nothing in this part shall be deemed to restrict the exercise of local police powers in a manner that is at least as stringent as set forth in this code.
(c) When a local jurisdiction expends funds that have been provided to it by a state agency, operates a program that has received assistance from a state agency, or engages in an activity that has received assistance from a state agency, labor standards established by the local jurisdiction through exercise of local police powers or spending powers shall take effect with regard to that expenditure, program, or activity, so long as those labor standards are not in explicit conflict with, or explicitly preempted by, state law. A state agency may not require as a condition to the receipt of state funds or assistance that a local jurisdiction refrain from applying labor standards established by the local jurisdiction to expenditures, programs, or activities supported by the state funds or assistance in question.

SEC. 3.

 Section 1206 of the Labor Code is amended to read:

1206.
 (a) Notwithstanding any other provision of law, this code establishes minimum penalties for failure to comply with wage-related statutes and regulations.
(b) It is the intent of the Legislature to authorize local Local jurisdictions to may enforce labor standards requirements regarding the payment of wages that are at least as stringent as those in this code. set forth in Division 2 (commencing with Section 200).

SEC. 4.

 No reimbursement is required by this act pursuant to Section 6 of Article XIII B of the California Constitution because the only costs that may be incurred by a local agency or school district will be incurred because this act creates a new crime or infraction, eliminates a crime or infraction, or changes the penalty for a crime or infraction, within the meaning of Section 17556 of the Government Code, or changes the definition of a crime within the meaning of Section 6 of Article XIII B of the California Constitution.