As you read this, consider the precedent it sets and the absurd implications:
Companies with a BoD of a certain size may need to force the retirement of board members in order to meet the requirement. Suppose there is a women's fashion magazine with an all female board. Does the new law mean that they must add men? It does not - which means that the law is sexist and unfair. How long until similar laws are passed requiring companies to put black, hispanic, asian, indian, physically handicapped, MENTALLY handicapped, elderly, gay, transsexual, LGBTQXYZ, Jewish, Atheist, Muslim, etc... members on their boards? After all, the precedent has now been created and other special interest groups are bound to want their constituents to benefit from it.
Companies that do not comply with the law will face fines in the hundreds of thousands of dollars. And who do you suppose will be the beneficiary of these fines? Hmmm????
The whole thing is nuts... a clear case of government going where it has no business going.
September 30, 2018
California’s Publicly Held Corporations Will Have to Include Women on Their Boards
By Matt Stevens
NYtimes.com
Gov. Jerry Brown of California and his wife, Anne Gust Brown, second from left, in his office on Sunday.
Mr. Brown signed a bill that requires publicly held corporations based in the state to include women on their
boards.
California became the first state to require its publicly held corporations to include women on their boards after Gov. Jerry Brown signed a bill into law on Sunday.
The bill, which applies to companies “whose principal executive offices” are in California, requires them to have at least one woman on their boards by the end of 2019.
In 2021, the companies must have a minimum of two or three women, depending on the size of their boards.
Hundreds of companies will be affected by the law, according to The Los Angeles Times, and those that fail to comply can be fined $100,000 for a first violation and $300,000 for a second.
In signing the legislation, Mr. Brown acknowledged that critics have raised “serious legal concerns” about it, which he conceded “may prove fatal to its ultimate implementation.”
Still, he copied his letter to the United States Senate Judiciary Committee, which last week narrowly voted to recommend Judge Brett M. Kavanaugh’s nomination to the Supreme Court and send it to the full Senate, despite allegations of sexual assault against him.
“Recent events in Washington, D.C. — and beyond — make it crystal clear that many are not getting the message,” Mr. Brown said.
Hannah-Beth Jackson, a Democratic state senator who represents Santa Barbara and helped write the legislation, applauded its signing on Twitter.
She has said that a quarter of California’s publicly traded companies do not have a woman on their boards, despite studies showing that companies that do are more profitable and productive. (Some research, however, has suggested that the findings are less conclusive.) For instance, Stamps.com — which has its headquarters in El Segundo, Calif., but is incorporated in Delaware — has an all-male, five-member board, and told The Los Angeles Times on Sunday that it “is reviewing the law.”
Although California is the first state to enact such a mandate, others have passed resolutions about increasing the number of women on company boards, Ms. Jackson has said. Several nations, such as France, Germany and Norway, have already developed gender diversity requirements for corporate boards, she has said.
“Yet another glass ceiling is shattered, and women will finally have a seat at the table in corporate board rooms,” Ms. Jackson said on Sunday. She added, “This is a giant step forward for women, our businesses and our economy.”
State Senator Hannah-Beth Jackson, who helped write the legislation. She has said that a quarter of
California’s publicly traded companies do not have a woman on their boards.
Charles Elson, a professor and the director of the John L. Weinberg Center for Corporate Governance at the University of Delaware, said that while the goal of the legislation was laudable, the law was unwise and California will “ultimately regret it.”
Company shareholders, he said, “should be able to elect any representatives they want.” And it is in their best interest to be able to pick representatives from a broad pool “to get the best possible people regardless of their sex.”
“When you start telling people they have to elect someone on the basis of an immutable characteristic, it’s very problematic,” he said. “This goes to the heart of democracy.”
The bill was opposed by a coalition of business groups led by the California Chamber of Commerce, which argued that the quotas were “likely unconstitutional, a violation of California’s Civil Rights statute, and a violation of the internal affairs doctrine for publicly held corporations.”
In a letter, the coalition said the intent of the bill was good, but expressed concern that the legislation “potentially elevates” gender “as a priority over other aspects of diversity.”
“If there are two qualified candidates for a director position, one male and one female,” the letter said, the bill “would require the company to choose the female candidate and deny the male candidate the position, based on gender.”
And that has raised legal concerns.
Jessica Levinson, a professor at Loyola Law School in Los Angeles who has written about the bill, said on Sunday that it amounts to a “blatant gender preference.” To pass legal muster, she said, a law of this kind must show that there is both an important governmental reason for it, and that there is not a better way to achieve the outcome.
“I don’t think the courts will uphold the law,” she said, adding that legal challenges could surface as soon as next week. “I so, so strongly believe that we don’t have anything near gender equality. And I really don’t think the government mandating it is the answer. You could have incentives, tax breaks or preferential government treatment if you reach certain diversity thresholds.”
Professor Levinson also said she believed that the move by Mr. Brown amounted to an “enormous raising of a certain finger” to the Senate Judiciary Committee. In essence, she said, it was Mr. Brown’s “MeToo moment.”
“If ever there was a week to sign this bill, it was this week,” she said. “Governor Brown is not really in the business of liking to sign laws that are subject to serious legal challenges.”
Mr. Brown, though, signed it anyway. And as has become his habit over decades in political office, Mr. Brown sprinkled a hint of historical whimsy into the conclusion of his signing letter.
“As far back as 1886, and before women were even allowed to vote, corporations have been considered persons within the meaning of the Fourteenth Amendment,” he wrote. “Given all the special privileges that corporations have enjoyed for so long, it’s high time corporate boards include the people who constitute more than half the ‘persons’ in America.”
http://www.nytimes.com/2018/09/30/business/women-corporate-boards-california.html
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