Secretary of State Mails Corporate Filing Reminder

The California Secretary of State's business programs division is reminding some corporations of their annual filing obligation and California's new female director quota legislation.  The reminder is being mailed to corporations that the Secretary of State has identified as publicly traded and:

  • are California corporations or foreign corporations registered to do business in California and/or
  • list a California address on their annual Form 10-K filings with the Securities and Exchange Commission.  

The important takeaway from the letter is that beginning January 1, all corporations required to file a Corporate Disclosure Statement must use the new form that will be available on the Secretary of State's website.  After that date, the Secretary of State will no longer accept prior versions of the Corporate Disclosure Statement.

California's female director quota law is facing at least two court challenges.  In responding to the first of these challenges, the Secretary of State argued that the plaintiffs had failed to plead specific facts alleging illegal expenditures. See Secretary Of State Declares Enforcement of Gender Quota Law To Be "Entirely Speculative" And Casts Doubt On Rulemaking. The expenditure of resources to mail this reminder letter and to update the Corporate Disclosure Statement may belie that argument.