Assembly Bill 847 (Brown – 1957)
Chapter 2261, Statutes of 1957 - AB 847
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Former Corporations Code sections were affected in 1957 following legislative approval of Assembly Bill 847, relating to corporations and associations. (See Exhibit #1f) Assembly member Ralph Brown introduced this bill on January 15, 1957 at the request of the Secretary of State in 1957. (See Exhibits #1a and #8, page 64)
The Assembly and Senate Committees on Judiciary heard Assembly Bill 847. (See Exhibit #2) Four amendments were made to Assembly Bill 847. (See Exhibits #1a through #1e) Subsequent to legislative approval, former Governor Goodwin J. Knight signed the bill on July 10, 1957, and it was recorded by the Secretary of State as Chapter 2261 of the Statutes of 1957. (See Exhibits #1f and #2)
When neither of the committees hearing this bill nor its author have left documentation surviving upon its consideration, we usually find that the post-enrollment legislative bill file for the Governor may provide the most useful documents. (See generally, Exhibit #4) However, Governor Knight regularly purged his bill files and what remained was generally minimal, which is what happened with his file on Assembly Bill 847. (Id.)
The Legislative Counsel’s analysis of Assembly Bill 847 summarized the bill as last amended as follows:
Amends and adds various secs., Corp. C., re corporations and associations.
Defines “stock split” and “reverse stock split.” Allows board of directors to authorize corporation to pay expenses of and satisfy judgment against officer under specified conditions. Revises allowable provisions in articles re sinking fund. Revises provisions re articles of incorporation, consideration for issuance of shares and options, payment of dividends from surplus, change in stated capital, classification of shares. Revises provision re share split into different number of shares, provisions re amendment of articles, merger and consolidation, winding up, and dissolution of corporations. Makes other technical and clarifying changes.
(See Exhibit #4, document PE-14)