DIVISION 15. BUSINESS AND INDUSTRIAL DEVELOPMENT CORPORATIONS [31000. - 31952.]
Division 15 added by Stats. 1977, Ch. 1164.
§§ 31000–31952 · 132 sections
CHAPTER 1. General Provisions §§ 31000–31056 · 37 sections
ARTICLE 1. Short Title, Construction, and Severability §§ 31000–31006 · 6 sections
- § 31000 This division shall be known and may be cited as the “Business and Industrial Development Corporations Law”.
- § 31001 This division shall be liberally construed to accomplish its purposes.
- § 31002 No provision of this division imposing any liability applies to any act committed in good faith in conformity with any regulation, order, or written…
- § 31003 In this division, unless otherwise expressly provided: (a) A reference to a statute or to a regulation includes such statute or regulation as amended, whether…
- § 31004 Except as otherwise provided in Chapter 14 (commencing with Section 31950) of this division: (a) The provisions of the Nonprofit Corporation Law (Division 2…
- § 31006 If any provision of this division or the application thereof to any person or circumstances is held invalid, illegal, or unenforceable, such invalidity,…
ARTICLE 2. Legislative Findings and Purposes §§ 31020–31021 · 2 sections
- § 31020 The Legislature finds all of the following: (a) That it is necessary to increase job opportunities in this state. (b) That promoting the establishment, growth,…
- § 31021 (a) The purposes of this division are: (1) To provide for the licensing and regulation of business and industrial development corporations which will provide…
ARTICLE 3. Definitions §§ 31030–31056 · 29 sections
- § 31030 Subject to additional definitions contained in this division which are applicable to specific provisions of this division and unless the context otherwise…
- § 31031 “Act” includes omission.
- § 31032 “Affiliate”, when used with respect to a specified person, means any person (other than a natural person) controlling, controlled by, or under common control…
- § 31033 “Business day” means any day other than (a) Saturday, (b) Sunday, and(c) any other day which is specified or provided for as a holiday in the Government Code.
- § 31034 “Business firm” means any person which transacts business on a regular and continual basis, with respect to the transacting of such business.
- § 31034.5 “Business firm in another state” means both of the following: (a) Any person which transacts business on a regular and continual basis at one or more places of…
- § 31035 “Business firm in this state” means: (a) Any person which transacts business on a regular and continual basis at one or more places of business in this state,…
- § 31036 “California corporation” means: (a) Any corporation organized under the General Corporation Law (Division 1 (commencing with Section 100), Title 1 of the…
- § 31037 “California nonprofit corporation” means any corporation organized under the Nonprofit Corporation Law (Division 2 (commencing with Section 5000) of Title 1 of…
- § 31038 “Control”, when used with respect to a specified person, means possession, direct or indirect, of the power to do either of the following: (a) To vote 35…
- § 31039 “Controlling person”, when used with respect to a specified person, means any person who controls such specified person, directly or indirectly through one or…
- § 31040 “Corporate name” means the name of a corporation as set forth in the articles of incorporation of such corporation.
- § 31041 “Financial institution” means any commercial bank, trust company, savings and loan association, credit union, industrial loan company, insurance company, or…
- § 31042 “Insolvent”, when used with respect to any person, means a person who has ceased to pay his debts in the ordinary course of business, who cannot pay his debts…
- § 31043 To “issue”, when used with respect to any regulation or order, includes to adopt, amend, repeal, or rescind.
- § 31044 “License” means a license issued under this division authorizing a California corporation to transact business as a business and industrial development…
- § 31045 “Licensee” means a California corporation which is licensed under this division.
- § 31046 “Officer” means: (a) When used with respect to a corporation, any person appointed or designated as an officer of such corporation by or pursuant to applicable…
- § 31047 “Order” means any approval, consent, authorization, exemption, denial, prohibition, or requirement applicable to a specific case issued by the commissioner.…
- § 31047.5 “Parent,” when used with respect to a specified person other than a natural person, means any person other than a natural person which controls the specified…
- § 31048 “Person” means any natural person, proprietorship, joint venture, partnership, trust, business trust, syndicate, association, joint stock company, corporation,…
- § 31049 “Principal shareholder”, when used with respect to a corporation, means any person who owns, directly or indirectly, of record or beneficially, securities…
- § 31050 To “provide financing assistance” to a person includes: (a) To lend money or otherwise extend credit to such person; (b) To purchase securities issued by such…
- § 31051 To “provide management assistance” to a person includes: (a) To provide management or technical advice to such person; and (b) To provide management or…
- § 31052 “Regulation” means any published regulation, rule, or standard of general application issued by the commissioner.
- § 31053 “Security” has the meaning set forth in Section 25019 of the Corporations Code.
- § 31054 “Subsidiary”, when used with respect to a specified person other than a natural person, means any person other than a natural person controlled by such…
- § 31055 “Commissioner” means the Commissioner of Financial Protection and Innovation, or other person to whom the commissioner delegates the authority to act for the…
- § 31056 “Voting power” has the meaning set forth in Corporations Code Section 194.5.
CHAPTER 2. Administration §§ 31100–31115 · 17 sections
- § 31100 The commissioner shall administer the provisions of this division.
- § 31101 (a) The commissioner may from time to time issue such regulations and orders as are in his or her opinion necessary to carry out the provisions and purposes of…
- § 31102 Whenever the commissioner issues an order or license under this division, he or she may impose such conditions as are in his or her opinion necessary to carry…
- § 31103 Every final order, decision, license, or other official act of the commissioner under this division is subject to judicial review in accordance with law.
- § 31104 In any proceeding under this division: (a) The burden of proving that an application should be approved is upon the applicant. (b) The burden of proving an…
- § 31105 No provision of this division shall be construed to require by implication that the commissioner hold a hearing on any matter.
- § 31106 No provision of this division shall be construed to require by implication that the commissioner make written findings on any matter.
- § 31107 Any application filed with the commissioner under this division or under any regulation or order issued under this division shall be in such form, shall…
- § 31108 In determining whether to approve any application filed under this division or under any regulation or order issued under this division, the commissioner may…
- § 31109 The commissioner may honor applications from interested persons for interpretive opinions regarding any provision of this division or of any regulation or…
- § 31110 (a) The commissioner may (1) make such public or private investigations within or outside this state as he or she deems necessary to determine whether to…
- § 31110.5 The commissioner may provide information relating to a licensee to the Small Business Administration or to any governmental agency which licenses or regulates…
- § 31111 Notwithstanding the fact that the commissioner permits any licensee, any affiliate of a licensee, or any governmental agency to inspect or make copies of any…
- § 31112 The commissioner may refer such evidence as is available concerning any violation of this division or of any regulation or order issued under this division…
- § 31113 Before any applicant for a license is issued a license, such applicant and each parent and subsidiary of such applicant shall file, and each person who becomes…
- § 31114 Whenever any person, including any nonresident of this state, engages in conduct prohibited or made actionable by this division or by any regulation or order…
- § 31115 (a) Fees shall be paid to, and collected by, the commissioner, as follows: (1) The fee for filing with the commissioner an application for a license shall be…
CHAPTER 3. Licensing §§ 31150–31158 · 10 sections
- § 31150 (a) Except as otherwise provided in subdivision (b), no person transacting business in this state, other than a licensee, shall use any name or title which…
- § 31151 No person other than a California corporation may apply for or be issued a license.
- § 31152 If the commissioner finds all of the following with respect to an application for a license, the commissioner shall approve the application: (a) That the…
- § 31152.5 (a) For purposes of Section 31152, the commissioner may find: (1) That a director, officer, or controlling person of an applicant is not of good character if…
- § 31153 Before any applicant for a license is issued a license, each person which is a parent or subsidiary of such applicant shall file, and each person who becomes a…
- § 31154 Whenever any application for a license has been approved and all conditions precedent to the issuance of such license have been fulfilled, the commissioner…
- § 31155 No license shall be transferable or assignable.
- § 31156 Each licensee shall post its license in a conspicuous place at its head office.
- § 31157 No licensee shall represent that it is sponsored, recommended, or approved by, or that its abilities or qualifications have in any respect been passed upon by,…
- § 31158 (a) The fact that a California corporation is licensed under any law other than this division shall not preclude such corporation from applying for or being…
CHAPTER 4. Corporate Matters §§ 31200–31233 · 9 sections
ARTICLE 1. Name §§ 31200–31201 · 2 sections
ARTICLE 2. Board of Directors §§ 31210–31211 · 2 sections
ARTICLE 3. Securities § 31220 · 1 section
- § 31220 Notwithstanding any other law of this state, but subject to the provisions of Section 31550: (a) Any commercial bank, industrial bank, or trust company…
ARTICLE 4. Distributions to Shareholders §§ 31230–31233 · 4 sections
- § 31230 In this article, “distribution to its shareholders” has the meaning set forth in Corporations Code Section 166.
- § 31231 No licensee shall, except with the prior approval of the commissioner, make, or obligate itself to make, any distribution to its shareholders.
- § 31232 If the commissioner finds, with respect to an application for approval for a licensee to make, or to obligate itself to make, a distribution to its…
- § 31233 Notwithstanding the provisions of Section 31232, unless an application for approval for a licensee to make, or to obligate itself to make, a distribution to…
CHAPTER 5. Offices §§ 31300–31322 · 8 sections
ARTICLE 1. General Provisions §§ 31300–31305 · 6 sections
- § 31300 Each licensee shall maintain its head office in this state.
- § 31301 No licensee shall maintain an office at any place outside this state.
- § 31302 Each office of a licensee shall be located in a place which is reasonably accessible to the public and shall, unless the commissioner approves otherwise, be…
- § 31303 Each licensee shall post in a conspicuous place at each of its offices a sign which bears the corporate name of such licensee.
- § 31304 Each licensee shall maintain telephone service at each of its offices and shall maintain a telephone listing under its corporate name for each of its offices.
- § 31305 Each licensee shall maintain at each of its offices personnel who are competent to conduct the business of such office.
ARTICLE 2. Establishing, Relocating, and Closing Offices §§ 31320–31322 · 2 sections
- § 31320 (a) No licensee shall relocate its head office without the prior approval of the commissioner. (b) No licensee shall establish, relocate, or close any office…
- § 31322 If the commissioner finds, with respect to an application by a licensee for approval to relocate its head office: (a) That the office at its proposed location…
CHAPTER 6. Transaction of Business §§ 31400–31410 · 10 sections
- § 31400 (a) Each licensee shall transact its business in a safe and sound manner and shall maintain itself in a safe and sound condition. (b) No licensee shall commit…
- § 31401 No licensee shall engage in any business other than one or more of the following: (a) The business of providing financing assistance and management assistance…
- § 31402 Each licensee shall use its best efforts: (a) To provide financing assistance to business firms in this state in cooperation with the Small Business…
- § 31403 (a) Except as provided in subdivision (b), no licensee shall provide financing assistance or management assistance to any person other than a business firm in…
- § 31404 Except as otherwise provided in subdivision (b) of Section 31403, no licensee shall provide financing assistance or management assistance for use outside this…
- § 31405 Except as otherwise provided in subdivisions (b), (c), and (d) of Section 31406: (a) No licensee shall provide financing assistance or management assistance to…
- § 31406 No licensee shall, either by itself or in concert with any of its directors, officers, principal shareholders, or affiliates, any other licensee, or any of the…
- § 31408 No licensee shall, except with the prior approval of the commissioner, guarantee the debt of any other person or otherwise lend its credit to any other person;…
- § 31409 No licensee shall, except with the prior approval of the commissioner, provide a lien or security interest in any of its property for the purpose of securing…
- § 31410 This section creates and authorizes an exempt class of persons pursuant to Section 1 of Article XV of the State Constitution. The restrictions upon rates of…
CHAPTER 7. Records, Reports, and Examinations §§ 31500–31509 · 9 sections
- § 31500 Each licensee shall adopt as its fiscal year the period from July 1st to and including the following June 30th.
- § 31501 Each licensee shall make and keep such books, accounts, and other records in such form and in such manner as the commissioner may by regulation or order…
- § 31502 No licensee shall, except with the prior approval of the commissioner, enter or carry on its books or records any asset at a valuation exceeding the actual…
- § 31503 The commissioner may by order require a licensee to write down any asset on its books and records to a valuation which represents its then value.
- § 31504 Each licensee shall, not more than 90 days after the close of each of its fiscal years or within such longer period as the commissioner may by regulation or…
- § 31506 Each licensee, each director, officer, and employee of a licensee, and each parent and subsidiary of a licensee shall file with the commissioner such reports…
- § 31507 (a) The commissioner shall examine each licensee not less frequently than once each calendar year. (b) (1) The commissioner may at any time examine any…
- § 31508 (a) No licensee shall, except with the prior approval of the commissioner, cause or permit any other person to make or keep any of its books, accounts, or…
- § 31509 The commissioner may publish any report filed with him or her under this division or under any regulation or order issued under this division.
CHAPTER 8. Acquisition of Control §§ 31550–31552 · 4 sections
- § 31550 No person shall, except with the prior approval of the commissioner, acquire control of a licensee.
- § 31551 If the commissioner finds, with respect to an application for approval to acquire control of a licensee: (a) That the applicant and the directors and officers…
- § 31551.5 (a) For purposes of Section 31551, the commissioner may find: (1) That an applicant or a director or officer of an applicant is not of good character if such…
- § 31552 The commissioner may, by such regulations or orders as he or she deems necessary and appropriate, either unconditionally or upon specified terms and conditions…
CHAPTER 9. Merger and Purchase or Sale of Business §§ 31600–31605 · 6 sections
- § 31600 In this chapter: (a) “Acquiring licensee” means: (1) In the case of a merger, the licensee which is the surviving corporation; (2) In the case of a purchase or…
- § 31601 No licensee shall merge with any other corporation unless: (a) In case such licensee is the surviving corporation, such merger shall have first been approved…
- § 31602 No licensee shall purchase all or substantially all of the business of any other person unless such purchase shall have first been approved by the commissioner.
- § 31603 No licensee shall sell all or substantially all of its business to any other person unless such other person is a licensee and such sale shall have first been…
- § 31604 If the commissioner finds, with respect to an application for approval of a merger, purchase, or sale: (a) That the merger, purchase, or sale will be safe and…
- § 31605 The commissioner may, by such regulations or orders as he or she deems necessary and appropriate, either unconditionally or upon specified terms and conditions…
CHAPTER 10. Voluntary Surrender of License §§ 31650–31651 · 2 sections
- § 31650 Any licensee may surrender its license by filing with the commissioner such license and a report which shall be in such form, shall contain such information,…
- § 31651 (a) Except as otherwise provided in subdivision (b), a voluntary surrender of a license shall be effective on the 30th day after such license and the report…
CHAPTER 12. Crimes and Criminal Penalties §§ 31800–31881 · 15 sections
ARTICLE 1. General Provisions §§ 31800–31802 · 3 sections
- § 31800 It shall be unlawful for any person willfully to make any untrue statement of a material fact in any application or report filed with the commissioner under…
- § 31801 It shall be unlawful for any person having custody of any of the books, accounts, or other records of a licensee willfully to refuse to allow the commissioner,…
- § 31802 It shall be unlawful for any person, with intent to deceive any director, officer, employee, auditor, or attorney of a licensee, the commissioner, or any…
ARTICLE 2. Conflicts of Interest §§ 31820–31829 · 10 sections
- § 31820 In this article, unless the context otherwise requires: (a) “Adviser,” when used with respect to a licensee, means any person who regularly provides legal,…
- § 31821 (a) The commissioner may, by such regulations or orders as he or she deems necessary and appropriate, either unconditionally or upon specified terms and…
- § 31822 It shall be unlawful for any licensee, directly or indirectly, to provide financing assistance to any of its associates.
- § 31823 (a) It shall be unlawful for any licensee, directly or indirectly, to provide financing assistance to any associate of another licensee if any associate of the…
- § 31824 It shall be unlawful for any licensee or for any associate of a licensee, directly or indirectly, to borrow money from: (a) Any person to which such licensee…
- § 31825 It shall be unlawful for any licensee, directly or indirectly, to provide financing assistance to discharge, or to free other funds for use in discharging, in…
- § 31826 It shall be unlawful for any licensee, directly or indirectly, to provide financing assistance for the purchase of property from any associate of such licensee.
- § 31827 It shall be unlawful for any licensee, directly or indirectly, to provide financing assistance to any person to whom any associate of such licensee provides…
- § 31828 It shall be unlawful for any associate of a licensee, directly or indirectly, to receive from any person to whom such licensee provides financing assistance,…
- § 31829 It shall be unlawful for any licensee, directly or indirectly, to sell or otherwise transfer any of its assets to any of its associates.
ARTICLE 3. Criminal Penalties §§ 31880–31881 · 2 sections
- § 31880 Any person who violates any provision of this chapter shall upon conviction be fined not more than ten thousand dollars ($10,000) or be imprisoned pursuant to…
- § 31881 Nothing in this division limits the power of the state to punish any person for any act which constitutes a crime under any statute.
CHAPTER 13. Civil Penalties §§ 31900–31901 · 2 sections
- § 31900 If, after notice and a hearing, the commissioner finds that any person has violated any provision of this division or of any regulation or order issued under…
- § 31901 The provisions of Section 31900 are additional to, and not alternative to, other provisions of this division which authorize the commissioner to issue orders…
CHAPTER 14. Transition Provisions §§ 31950–31952 · 3 sections
- § 31950 In this chapter: (a) “Member” has the meaning set forth in the old law. (b) “Old corporation” means a corporation organized under the old law. (c) “Old law”…
- § 31951 Except as otherwise provided in Sections 31004 and 31952, the provisions of the General Corporation Law (Division 1 (commencing with Section 100), Title 1 of…
- § 31952 In case any old corporation has, on the effective date of this division, any members: (a) The old law shall continue to apply with respect to matters relating…