reglab/statecodes huggingface dataset:
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 1 - General Provisions › ARTICLE 2 - Definitions › Section 28048.

28048. “Subsidiary,” when used with respect to a specified person other than a natural person, means any person other than a natural person controlled by the specified person, directly or indirectly, through one or more intermediaries.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 1 - General Provisions › ARTICLE 2 - Definitions › Section 28049.

28049. “Voting power” has the meaning set forth in Section 194.5.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 2 - Administration › Section 28100.

28100. The commissioner shall administer and enforce the provisions of this division in a manner that facilitates the legislative purposes set forth in Section 28004, consistent with protection of investors.
(Amended by Stats. 2010, Ch. 516, Sec. 4. (SB 1155) Effective January 1, 2011.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 2 - Administration › Section 28101.

28101. Whenever the commissioner issues an order or license under this division, the commissioner may impose any conditions that are in his or her opinion necessary to carry out the provisions and purposes of this division.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 2 - Administration › Section 28102.

28102. Any application filed with the commissioner under this division or under any regulation or order issued under this division shall be in a form, shall contain information, shall be signed in a manner, and shall be verified in a manner, that the commissioner may by regulation or order require.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 2 - Administration › Section 28103.

28103. In determining whether to approve any application filed under this division or under any regulation or order issued under this division, the commissioner may consider proposals made by the applicant, including, but not limited to, proposals to appoint officers, sell securities, obtain financing, or purchase securities of small business firms, and, if in the opinion of the commissioner it is probable that the applicant will be able to implement the proposal, the commissioner may make findings on the basis of the proposal. However, whenever the commissioner approves an application on the basis, in whole or in part, of a proposal made by the applicant, the commissioner shall impose upon the approval appropriate conditions requiring that the applicant implement the proposal within a period of time specified by the commissioner.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 2 - Administration › Section 28104.

28104. (a) The commissioner may do both of the following:
(1) Make public or private investigations within or outside this state that he or she deems necessary to determine whether to approve any application filed under this division or under any regulation or order issued under this division, to determine whether any person has violated or may violate any provision of this division or of any regulation or order issued under this division, to aid in the enforcement of any provision of this division or of any regulation or order issued under this division, or to aid in the issuing of regulations or orders under this division.
(2) Publish information concerning any violation of any provision of this division or of any regulation or order issued under this division.
(b) For purposes of any investigation, examination, or other proceeding under this division, the commissioner may administer oaths and affirmations, subpoena witnesses, compel their attendance, take evidence, and require the production of any books, papers, correspondence, memoranda, agreements, or other documents or records that the commissioner deems relevant or material to the inquiry.
(c) In case of contumacy by, or refusal to obey a subpoena issued to, any person, the superior court, upon application by the commissioner, may issue to the person an order requiring him or her to appear before the commissioner, and to produce documentary evidence, if so ordered, or to give evidence relevant to the matter under investigation or in question. Failure to obey the order of the court may be punished by the court as a contempt.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 2 - Administration › Section 28105.

28105. The commissioner may provide information relating to a licensee or any parent or subsidiary of the licensee to, or receive information relating to a licensee or any parent or subsidiary of the licensee from, any governmental agency.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 2 - Administration › Section 28106.

28106. If the commissioner permits any licensee, any affiliate of the licensee, or any governmental agency to inspect or make copies of any record relating to the licensee or to any director, officer, employee, or affiliate of the licensee, or if the commissioner provides the record, or a copy thereof, to any of those persons, Section 7922.000 of the Government Code, subdivision (a) of Section 7922.540 of the Government Code, and each provision listed in Section 7920.505 of the Government Code shall continue to apply to the record to the extent that these provisions applied to the record prior to that action by the commissioner.
(Amended by Stats. 2021, Ch. 615, Sec. 59. (AB 474) Effective January 1, 2022. Operative January 1, 2023, pursuant to Sec. 463 of Stats. 2021, Ch. 615.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 2 - Administration › Section 28107.

28107. The commissioner may refer any evidence available concerning any violation of this division or of any regulation or order issued under this division that constitutes a crime to the district attorney of the county in which the violation occurred, who may, with or without that reference, institute appropriate criminal proceedings.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 2 - Administration › Section 28108.

28108. Before any applicant for a license is issued a license, the applicant and each parent and subsidiary of the applicant shall file, and each person that becomes a parent or subsidiary of a licensee shall file, not less than 30 days after becoming a parent or subsidiary of the licensee, with the commissioner, in the form the commissioner may by regulation or order require, an irrevocable consent appointing the commissioner to be the person’s attorney-in-fact to receive service of any lawful process in any noncriminal judicial or administrative proceeding against the person, or the person’s successor, executor, or administrator, which arises under this division or under any regulation or order issued under this division after the consent has been filed, with the same force and validity as if served personally on the person. Service may be made by leaving a copy of the process at any office of the commissioner, but the service is not effective unless (a) the party making the service, who may be the commissioner, forthwith sends notice of the service and a copy of the process by registered or certified mail to the person served at the person’s last address on file with the commissioner, and (b) an affidavit of compliance with this section by the party making service is filed on or before the return date, if any, or within that further time as the court, in the case of a judicial proceeding, or the administrative agency, in the case of an administrative proceeding, allows.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 2 - Administration › Section 28109.

28109. 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 issued under this division, whether or not the person has filed a consent to service of process under Section 28108, and if personal jurisdiction over the person cannot otherwise be obtained in this state, that conduct shall be considered equivalent to the person’s appointment of the commissioner to be the person’s attorney-in-fact to receive service of any lawful process in any noncriminal judicial or administrative proceeding against the person or the person’s successor, executor, or administrator, which grows out of that conduct and which is brought under this division or under any regulation or order issued under this division, with the same force and validity as if served on the person personally. Service may be made by leaving a copy of the process in any office of the commissioner, but the service is not effective unless (a) the party making the service, who may be the commissioner, forthwith sends notice of the service and a copy of the process by registered or certified mail to the person served at the person’s last known address or takes other steps which are reasonably calculated to give actual notice, and (b) an affidavit of compliance with this section by the party making service is filed in the case on or before the return date, if any, or within that further time as the court, in the case of a judicial proceeding, or the administrative agency, in the case of an administrative proceeding, allows.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 2 - Administration › Section 28110.

28110. (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 no greater than two thousand dollars ($2,000).
(2) The fee for filing with the commissioner an application for approval to acquire control of a licensee shall be no greater than one thousand dollars ($1,000).
(3) The fee for filing with the commissioner an application for approval for a licensee to merge with another company, an application for approval for a licensee to purchase all or substantially all of the business of another person, or an application for approval for a licensee to sell all or substantially all of its business or of the business of any of its offices to another licensee, shall be no greater than one thousand dollars ($1,000). However, whenever two or more applications relating to the same merger, purchase, or sale are filed with the commissioner, the fee for filing each application shall be the quotient determined by dividing one thousand dollars ($1,000) by the number of the applications.
(4) Whenever the commissioner examines, audits, or investigates any licensee or any affiliate of a licensee, that licensee shall pay, within 10 days after receipt of a statement from the commissioner, a fee that equals the amount of the salary or other compensation paid to the persons making the examination, audit, or investigation plus the amount of expenses, including overhead, reasonably incurred in the performance of the work. The licensee shall be given a preliminary estimate of the fee before the commissioner commences an examination, audit, or investigation. In determining the costs associated with an examination, audit, or investigation, the commissioner may use the estimated average hourly cost for all departmental persons performing examinations, audits, or investigations for the fiscal year.
(b) (1) Each fee for filing an application with the commissioner shall be paid at the time the application is filed with the commissioner.
(2) No fee for filing an application with the commissioner shall be refundable, regardless of whether the application is approved, denied, withdrawn, or abandoned.
(c) All fees charged and collected under this section shall be transmitted to the Treasurer at least weekly, accompanied by a detailed statement therefor, and shall be credited to the State Corporations Fund.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 2 - Administration › Section 28111.

28111. (a) If a licensee becomes licensed as a small business investment company and is subject to regulation by the Small Business Administration under the federal Small Business Investment Act of 1958, the commissioner may by rule or order provide that a licensee in compliance with those federal regulations shall be deemed to be in compliance with the regulatory requirements under this division except those provisions required to exempt licensees from regulation under the federal Investment Company Act of 1940, and the provisions of Chapter 8 (commencing with Section 28550), Chapter 9 (commencing with Section 28600), Chapter 10 (commencing with Section 28650), Chapter 11 (commencing with Section 28700), Chapter 12 (commencing with Section 28800), Chapter 13 (commencing with Section 28900), and Chapter 14 (commencing with Section 28950).
(b) A violation by a licensee of any regulation promulgated by the Small Business Administration that the commissioner has by rule or order deemed to be consistent with the regulatory requirements under this division shall constitute a violation of this division. The commissioner shall have all of the powers granted in this division to enforce those federal regulations against a licensee.
(Added by Stats. 2010, Ch. 516, Sec. 5. (SB 1155) Effective January 1, 2011.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 3 - Licensing › Section 28150.

28150. (a) Except as provided in subdivision (b), no person proposing to transact or transacting business in this state, other than a licensee, shall use any name or title that indicates that it is a capital access company or otherwise represent that it is a capital access company or that it is a licensee.
(b) Any company that proposes to apply for a license or that has applied for a license, may, before being issued a license, use a name or title that indicates that it is a capital access company if it meets all of the following requirements:
(1) The company appends to the name the designation “proposed,” “in organization,” or “in formation,” or any similar designation that the commissioner may approve. The designation shall be set forth at least as conspicuously as the name or title.
(2) The company performs only those acts that may be necessary to (A) apply for and obtain the license and (B) prepare to commence transacting business as a licensee.
(3) The company does not represent that it is a licensee.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 3 - Licensing › Section 28151.

28151. No person other than a person who meets the definition of a licensee may be issued a license under this division.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 3 - Licensing › Section 28153.

28153. (a) For purposes of Section 28152, the commissioner may find:
(1) That a director, officer, or controlling person of an applicant is not of good character if the director, officer, or controlling person or any director or officer of the controlling person has been convicted of, or has pleaded nolo contendere to, a crime involving fraud or dishonesty.
(2) That it is not reasonable to believe that an applicant, if licensed, will comply with all applicable provisions of this division and of any regulation or order issued under this division if the applicant has been convicted of, or has pleaded nolo contendere to, a crime involving fraud or dishonesty.
(b) Subdivision (a) shall not be deemed to be the only grounds upon which the commissioner may find, for purposes of Section 28152, that a director, officer, or controlling person of an applicant is not of good character or that it is not reasonable to believe that an applicant, if licensed, will comply with all applicable provisions of the Investment Company Act of 1940, the Corporate Securities Law of 1968, this division, and of any regulation or order issued under this division.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 3 - Licensing › Section 28154.

28154. Except pursuant to Section 28551, no license shall be transferable or assignable.
(Amended by Stats. 2010, Ch. 516, Sec. 7. (SB 1155) Effective January 1, 2011.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 3 - Licensing › Section 28155.

28155. 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, the commissioner. No licensee shall advertise, print, display, publish, distribute, or broadcast, or cause or permit to be advertised, printed, displayed, published, distributed, or broadcast in any manner, any statement or representation with regard to the business subject to the provisions of this division that is false, misleading, or deceptive, or that omits material information that is necessary to make the statements not false, misleading, or deceptive, or in the case of a licensee, that refers to the supervision of business by the state or any department or official of the state. Nothing in this section shall be deemed to prohibit a licensee from stating that it is licensed if the effect of such license is not misrepresented.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 4 - Organizational Matters › ARTICLE 1 - Organization and Name › Section 28200.

28200. The organizational documents of the licensee shall include the following statement:
(a) The activities of the licensee are limited to the promotion of economic, business, or industrial development in the State of California through the provision of financial or managerial assistance primarily to small business firms and to other activities that are incidental or necessary to carry out that purpose.
(b) The licensee will not engage in the business of issuing redeemable securities.
(c) The security holders of the licensee are limited, on a class-by-class basis, to persons who reside in the State of California, or who have a substantial business presence in the State of California, and who hold not less than 80 percent of the licensee’s securities.
(d) The securities of the licensee will be sold solely to accredited investors (Section 28031) and the licensee will not purchase any securities issued by an investment company as defined in Section 3 of the Investment Company Act of 1940 or issued by any company that would be an investment company except for the exclusions from that definition under paragraph (1) or (7) of Section 3(a) of that act, other than (1) any debt security that is rated investment grade by not less than one nationally recognized statistical rating organization or (2) any security issued by a registered open-end investment company that is required by its investment policies to invest not less than 65 percent of its total assets in securities described in paragraph (1) or securities that are determined by that registered open-end investment company to be comparable in quality to securities described in paragraph (1).
(e) The licensee will engage in the transaction of business pursuant to the exemption from registration under the Investment Company Act of 1940 afforded to economic, business, and industrial development companies as provided for by Section 6(a)(5) of the Investment Company Act of 1940, as amended (15 U.S.C. Sec. 80a-6(a)), and a license pursuant to the Capital Access Company Law (Division 3 (commencing with Section 28000)).
(f) The investment of funds by the licensee will be limited by and subject to the provisions of Section 6(a)(5) of the Investment Company Act of 1940, the Corporate Securities Law of 1968, and the Capital Access Company Law.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 4 - Organizational Matters › ARTICLE 1 - Organization and Name › Section 28201.

28201. No licensee shall, except by prior written notice to the commissioner, transact business under any name other than its corporate name.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 4 - Organizational Matters › ARTICLE 2 - Directors › Section 28210.

28210. Each licensee shall have a board of directors, executive committee, or other policy body, which shall consist of not less than three members.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 4 - Organizational Matters › ARTICLE 2 - Directors › Section 28211.

28211. The board of directors, executive committee, or other policy body of each licensee shall hold a meeting not less frequently than once each calendar year.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 4 - Organizational Matters › ARTICLE 2 - Directors › Section 28212.

28212. The board of directors, executive committee, or other policy body of each licensee shall approve the contract to be entered into between the licensee and any person who will make recommendations with respect to the investment of funds of the licensee.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 5 - Offices › ARTICLE 1 - Establishing, Relocating, and Closing Offices › Section 28320.

28320. (a) No licensee shall relocate its head office without prior written notice to the commissioner.
(b) No licensee shall establish, relocate, or close any office (other than its head office) unless it files a notice with the commissioner not less than two business days after taking the action.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 6 - Transaction of Business › Section 28400.

28400. No licensee shall engage in any business other than the following:
(a) The business of providing financing assistance through the purchase of securities of small business firms or smaller business firms doing business or proposing to do business wholly or substantially in this state.
(b) The business of providing managerial assistance (including managerial and technical assistance) to small business firms or smaller business firms doing business or proposing to do business wholly or substantially in this state.
(c) At least 20 percent of all financing assistance provided by the licensee shall be through purchase of securities of smaller business firms doing business or proposing to do business wholly or substantially in this state.
(Amended by Stats. 2010, Ch. 516, Sec. 8. (SB 1155) Effective January 1, 2011.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 6 - Transaction of Business › Section 28404.

28404. No licensee shall provide financing assistance to any small business firm for the purpose of evading the requirements of this division.
(Amended by Stats. 2010, Ch. 516, Sec. 12. (SB 1155) Effective January 1, 2011.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 6 - Transaction of Business › Section 28405.

28405. This section creates and authorizes an exempt class of persons pursuant to Section 1 of Article XV of the California Constitution. The restrictions upon rates of interest contained in Section 1 of Article XV of the California Constitution shall not apply to any evidence of indebtedness purchased by any licensee.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 7 - Records, Reports, and Examinations › Section 28500.

28500. Each licensee shall make and keep books, accounts, and other records in the form and in the manner that the commissioner may by regulation or order require. All records so required shall be kept at the place and shall be preserved for the time that the commissioner may by regulation or order specify.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 7 - Records, Reports, and Examinations › Section 28501.

28501. Each licensee shall, not more than 90 days after the close of each of its fiscal years or within a longer period that the commissioner may by regulation or order specify, file with the commissioner an audit report containing all of the following:
(a) Financial statements (including balance sheets, statements of income or loss, statements of changes in capital accounts, and statements of cashflows or, in the case of a licensee that is a California nonprofit corporation, comparable financial statements) for, or as of, the end of the fiscal year, prepared, with audit, by an independent certified public accountant in accordance with generally accepted accounting principles.
(b) A report, certificate, or opinion of the independent certified public accountant or independent public accountant, stating that the financial statements were prepared in accordance with generally accepted accounting principles.
(c) Any other information that the commissioner may by regulation or order require.
(Amended by Stats. 2006, Ch. 214, Sec. 10. Effective January 1, 2007.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 7 - Records, Reports, and Examinations › Section 28502.

28502. Each licensee, director, officer, and employee of a licensee, and each parent and subsidiary of a licensee shall file with the commissioner all reports that the commissioner may by regulation or order require within the timeframe specified. In addition, each affiliate of a licensee (other than a parent or subsidiary of the licensee) shall file with the commissioner all reports regarding transactions between the affiliate and the licensee that the commissioner may require within the timeframe specified. Each report shall be in a form, shall contain information, shall be signed in a manner, and shall be verified in a manner, that the commissioner may by regulation or order require.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 7 - Records, Reports, and Examinations › Section 28503.

28503. (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 licensee or any parent or subsidiary of a licensee.
(2) The commissioner may at any time examine any affiliate of a licensee (other than a parent or subsidiary of the licensee), but only with respect to matters relating to transactions between the affiliate and the licensee.
(c) The directors, officers, and employees of any licensee or of any affiliate of a licensee being examined by the commissioner and any other person having custody of any of the books, accounts, or records of the licensee or of the affiliate shall exhibit to the commissioner, on request, any or all of the books, accounts, and other records of the licensee or of the affiliate and shall otherwise facilitate the examination so far as it may be in their power to do so. However, in the case of an examination of an affiliate of a licensee other than a parent or subsidiary of the licensee, only books, accounts, and records of the affiliate that relate to transactions between the affiliate and the licensee shall be subject to this subdivision.
(d) The commissioner may, if in his or her opinion it is necessary in the examination of any licensee or of any affiliate of a licensee, retain any certified public accountant, attorney, appraiser, or other person to assist him or her, and the licensee shall pay, within 10 days after receipt of a statement from the commissioner, the fees of the person retained.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 7 - Records, Reports, and Examinations › Section 28504.

28504. (a) A licensee may, after the approval of the board of directors, executive committee, or other policy body of the licensee, cause or permit any other person to make or keep any of its books, accounts, or other records.
(b) If any person other than a licensee makes or keeps any of the books, accounts, or other records of the licensee, the provisions of this division and of any regulation or order issued under this division shall apply to the person with respect to the performance of those services and with respect to those books, accounts, and other records to the same extent as if the person were the licensee.
(c) If any person other than an affiliate of a licensee makes or keeps any of the books, accounts, or other records of the affiliate or, in the case of an affiliate other than a parent or subsidiary of the licensee, the books, accounts, and other records of the affiliate that relate to transactions between the affiliate and the licensee, the provisions of this division and of any regulation or order issued under this division shall apply to the person with respect to those books, accounts, and other records to the same extent as if the person were the affiliate.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 7 - Records, Reports, and Examinations › Section 28505.

28505. Subject to the provisions of Rules 250.10 and 250.10.5 of the Commissioner of Financial Protection and Innovation (10 C.C.R. Secs. 250.10 and 250.10.5), the commissioner may make available to the public any report filed with the commissioner under this division or under any regulations or order issued under this division.
(Amended by Stats. 2022, Ch. 452, Sec. 87. (SB 1498) Effective January 1, 2023.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 8 - Acquisition of Control › Section 28550.

28550. No person shall, except with the prior written approval of the commissioner, acquire control of a licensee.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 8 - Acquisition of Control › Section 28551.

28551. The commissioner shall approve an application for approval to acquire control of a licensee only if, after notice and a hearing, the commissioner finds all of the following:
(a) That the applicant and the directors and officers of the applicant are of good character and sound financial standing.
(b) That it is reasonable to believe that, if the applicant acquires control of the licensee, the applicant will comply with all applicable provisions of this division and of any regulation or order issued under this division.
(c) That the applicant’s plans, if any, to make any major change in the business, corporate structure, or management of the licensee are not detrimental to the safety and soundness of the licensee or the accredited investors of the licensee, or to the public convenience and advantage.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 8 - Acquisition of Control › Section 28552.

28552. (a) For purposes of Section 28551, the commissioner may find:
(1) That an applicant or a director or officer of an applicant is not of good character if the person has been convicted of, or has pleaded nolo contendere to, a crime involving fraud or dishonesty.
(2) That an applicant’s plan to make a major change in the management of a licensee is detrimental to the safety and soundness of the licensee or the accredited investors of the licensee and to the public convenience and advantage if the plan provides for a person who has been convicted of, or has pleaded nolo contendere to, a crime involving fraud or dishonesty to become a director or officer of the licensee.
(b) Subdivision (a) shall not be deemed to be the only grounds upon which the commissioner may find, for purposes of Section 28551, that an applicant or a director or officer of an applicant is not of good character or that an applicant’s plan to make a major change in the management of a licensee is detrimental to the safety and soundness of a licensee or to the accredited investors of the licensee, or to the public convenience and advantage.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 9 - Merger and Purchase or Sale of Business › Section 28600.

28600. For purposes of this chapter:
(a) “Acquiring licensee” means either of the following:
(1) In the case of a merger, the licensee that is the surviving company.
(2) In the case of a purchase or sale, the licensee that is the purchaser.
(b) “Disappearing company” has the meaning set forth in Section 165.
(c) “Surviving company” has the meaning set forth in Section 190.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 9 - Merger and Purchase or Sale of Business › Section 28601.

28601. No licensee shall merge with any other company unless either of the following apply:
(a) If the licensee is to be the surviving company, the merger is first approved by the commissioner.
(b) If the licensee is to be a disappearing company, the surviving company is a licensee and the merger is first approved by the commissioner.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 9 - Merger and Purchase or Sale of Business › Section 28602.

28602. No licensee shall purchase all or substantially all of the business of any other person unless the purchase is first approved by the commissioner.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 9 - Merger and Purchase or Sale of Business › Section 28603.

28603. No licensee shall sell all or substantially all of its business to any other person unless the other person is a licensee and the sale is first approved by the commissioner.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 9 - Merger and Purchase or Sale of Business › Section 28604.

28604. The commissioner shall approve an application for approval of a merger, purchase, or sale, only if, after notice and a hearing, the commissioner finds all of the following:
(a) That the merger, purchase, or sale will be safe and sound with respect to the acquiring licensee.
(b) That it is reasonable to believe that, upon consummation of the merger, purchase, or sale, the acquiring licensee will comply with all applicable provisions of this division and of any regulation or order issued under this division.
(c) That the merger, purchase, or sale will not be detrimental to the licensee or the accredited investors of the licensee, or the public convenience and advantage, or, if the merger, purchase, or sale would be detrimental to any of the foregoing, then it is necessary in the interests of the safety and soundness of any of the parties to it.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 10 - Voluntary Surrender of License › Section 28650.

28650. Any licensee may offer to surrender its license by filing with the commissioner the license and a report, which shall (a) be in a form, (b) contain information, and (c) be signed and verified in a manner, that the commissioner may by regulation or order require.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 10 - Voluntary Surrender of License › Section 28651.

28651. (a) Except as otherwise provided in subdivision (b), a voluntary surrender of a license shall be effective upon the issuance of an order by the commissioner accepting the offer of surrender and the report required under Section 28650.
(b) If a proceeding to revoke or suspend a license is pending at the time when the license and the report required under Section 28650 are filed with the commissioner or if a proceeding to revoke or suspend a license or to impose conditions upon the surrender of a license is instituted before the license and the report called for in Section 28650 are filed with the commissioner, the voluntary surrender of the license shall become effective at the time and upon the conditions that the commissioner may by order specify.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 11 - Enforcement › Section 28700.

28700. For purposes of this chapter, unless the context otherwise requires:
(a) “Office with a licensee” means the position of director, officer, or employee of the licensee or of any subsidiary of the licensee.
(b) “Subject person,” when used with respect to a licensee, means any of the following:
(1) Any controlling person or affiliate of the licensee.
(2) Any director, officer, or employee of the licensee or of any of the persons specified in paragraph (1).
(3) Any other person who participates in the conduct of the business of the licensee.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 11 - Enforcement › Section 28701.

28701. Whenever it appears to the commissioner that any person has violated, or that there is reasonable cause to believe that any person may violate, any provision of this division or of any regulation or order issued under this division, the commissioner may bring an action in the name of the people of this state in the superior court to enjoin the violation or to enforce compliance with this division or with any regulation or order issued under this division. Upon a proper showing, a restraining order, preliminary or permanent injunction, or writ of mandate shall be granted, and a receiver or a conservator may be appointed for the defendant or the defendant’s assets. The court may not require the commissioner to post a bond.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 11 - Enforcement › Section 28702.

28702. (a) If the commissioner finds that any person has violated, or that there is reasonable cause to believe that any person may violate, Section 28150, the commissioner may order the person to cease and desist from the violation unless and until the person is issued a license.
(b) (1) Within 30 days after an order is issued pursuant to subdivision (a), the person to whom the order is directed may file with the commissioner an application for a hearing on the order. If the commissioner fails to commence a hearing within 15 business days after the application is filed with him or her (or within any longer period to which the person consents), the order shall be deemed rescinded. Upon the completion of the hearing, the commissioner shall affirm, modify, or rescind the order.
(2) The right of any person to whom an order is issued under subdivision (a) to petition for judicial review of the order shall not be affected by the failure of the person to apply to the commissioner for a hearing on the order pursuant to paragraph (1).
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 11 - Enforcement › Section 28703.

28703. The commissioner may issue a cease and desist order, including an order to take appropriate corrective action, if, after notice and a hearing, the commissioner finds either of the following:
(a) That any licensee or any subject person of a licensee has violated, is violating, or that there is reasonable cause to believe that any licensee or any subject person of a licensee may violate, any provision of this division or of any regulation or order issued under this division or any provision of any other applicable law.
(b) That any licensee or any subject person of a licensee has engaged or participated in, is engaging or participating in, or that there is reasonable cause to believe that any licensee or any subject person of a licensee may engage or participate in, any unsafe or unsound act with respect to the business of the licensee.
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)
2023 California Code › Corporations Code - CORP › TITLE 4 - SECURITIES › DIVISION 3 - CAPITAL ACCESS COMPANIES › CHAPTER 11 - Enforcement › Section 28704.

28704. (a) The commissioner may issue a cease and desist order, including an order to take appropriate corrective action, if the commissioner finds both of the following:
(1) That any of the factors set forth in Section 28703 is true with respect to any licensee or any subject person of a licensee.
(2) That the action or violation is likely to cause the insolvency of, or substantial dissipation of the assets or earnings of, the licensee, or is likely to seriously weaken the condition of the licensee or otherwise to seriously prejudice the interests of the licensee or the accredited investors of the licensee, prior to the completion of proceedings conducted pursuant to Section 28703.
(b) (1) Within 30 days after an order is issued pursuant to subdivision (a), any licensee or subject person of a licensee to whom the order is directed may file with the commissioner an application for a hearing on the order. The filing of an application for a hearing shall not stay the effectiveness of the order. If the commissioner fails to commence a hearing within 15 business days after the application is filed (or within any longer period to which the licensee or subject person consents), the order shall be deemed rescinded. Upon the completion of the hearing, the commissioner shall affirm, modify, or rescind the order.
(2) The right of any licensee or subject person of a licensee to whom an order is issued under subdivision (a) to petition for judicial review of the order shall not be affected by the failure of the licensee or subject person to apply to the commissioner for a hearing on the order pursuant to paragraph (1).
(Added by Stats. 1998, Ch. 668, Sec. 3. Effective January 1, 1999. Operative July 1, 1999, by Sec. 4 of Ch. 668.)