Last week, I reported that Governor Newsom had signed SB 54 (Skinner) even while acknowledging in his signing message that it contained "problematic provisions".   SB 54 requires "venture capital companies", as defined, to disclose specific information such as race, sexual orientation and ethnicity, about the "founding team members" of companies in which they invest

I do agree that the bill is poorly drafted.  One example is the bill's definition of "founding team member" as either of the following:

While the second category (designated officers or managers) is relatively straightforward, the first category is at the same time both constrained and vague.  Only the very first owners qualify and they must have made a specified contribution (whatever that means) "before initial shares were issued".  It is also unclear what makes a person "not a passive investor".   The corporate form is premised on the concept of separation of capital and management.  That is why Corporations Code Section 300 provides that the business and affairs of the corporation shall be managed and corporate powers exercised by and under the direction of the board.  When we speak of "activist investors", we are usually referring to shareholders who submit proposals at annual meetings or threaten proxy battles.  What the legislature intended is anybody's guess.