Inventory of the Department of Corporations Records

Processed by Meghan Kane and Archives Staff

California State Archives

1020 "O" Street

Sacramento, California 95814

Phone: (916) 653-2246

Fax: (916) 653-7363

Email: ArchivesWeb@sos.ca.gov

URL: http://www.sos.ca.gov/archives/

Inventory of the Department of Corporations Records

Collection number: R305; R129

California State Archives

Office of the Secretary of State

Sacramento, California

Processed by:: Meghan Kane and Archives Staff
Date Completed:: April 2011
Encoded by:: Lisa DeHope

Descriptive Summary

Title: Inventory of the Department of Corporations Records

Dates: 1919-1982

Collection number: R305; R129

Creator: Department of Corporations

Collection Size: 21 cubic feet

Repository: California State Archives

Sacramento, California

Abstract: The records of the Department of Corporations and its predecessor, the Department of Investment - Division of Corporations, consist of 21 cubic feet of documents spanning the years 1966-1982 and are organized into six records series: Subject Files, Commissioner Office Files, Lender-Fiduciary Files, Application Files, Bill Files, and Legislative Correspondence. The Department of Investment - Division of Corporations was established by law (Statutes of 1929, Chapter 277) to bring the agencies regulating the finance and banking industry under one jurisdiction. The Division of Corporations remained under the jurisdiction of the Department of Investments until 1969. Assembly Bill 387 (Statutes of 1969, Chapter 138) amended various codes regarding executive reorganization and authorized the creation of a stand-alone Department of Corporations. Its mission is to ensure an efficient and accessible financial services marketplace in California, to educate the public about the risks and rewards in investing and finances, and to enforce California's financial services laws to protect the public from fraud.

Physical location: California State Archives

Languages: Languages represented in the collection: English

Administrative Information

Access

Collection is open for research.

Publication Rights

For permission to reproduce or publish, please contact the California State Archives. Permission for reproduction or publication is given on behalf of the California State Archives as the owner of the physical items. The researcher assumes all responsibility for possible infringement which may arise from reproduction or publication of materials from the California State Archives collections.

Preferred Citation

[Identification of item], Department of Corporations Records, [Record Group Number].[series number], Box [number], folder [number], California State Archives, Office of the Secretary of State, Sacramento, California.

Acquisition and Custodial History

The California State Archives acquired the Department of Corporation Records according to state law.

Administrative History

The Department of Corporations is responsible for regulating and licensing businesses including securities brokers and dealers, investment advisers and financial planners, and certain fiduciaries and lenders in the state of California. The department also regulates the offer and sale of securities, franchises, and off-exchange commodities.

The department originated with the Investment Companies Act of 1913 and the creation of the Corporations Department. In 1929, the Department of Investment was established by law ( Statutes of 1929, Chapter 277). The department was created to bring the agencies regulating the finance and banking industry under one jurisdiction. The functions of the State Banking Department, Bureau of Building and Loan Supervision, State Corporations Department, Insurance Department, and State Real Estate Department remained the same and the former departments became divisions under the Department of Investments.

The Division of Corporations remained under the jurisdiction of the Department of Investments until the 1969. Assembly Bill 387 ( Statutes of 1969, Chapter 138) amended various codes regarding executive reorganization and authorized the creation of a stand-alone Department of Corporations. The bill also dissolved the Department of Investments.

The newly anointed Department of Corporations had three main programs - the Securities and Franchise Program, the Lender-Fiduciary Program, and the Administration Program. The Securities and Franchises Program aimed to provide the appropriate controls over the solicitation, marketing and sale of securities and franchises to California residents and take enforcement action when necessary. The Lender-Fiduciary Program provided regulatory surveillance over companies lending money or receiving funds in a fiduciary capacity.

The responsibilities of the Department of Corporations have largely remained the same through 2011. Its mission is to ensure an efficient and accessible financial services marketplace in California, to educate the public about the risks and rewards in investing and finances, and to enforce California's financial services laws to protect the public from fraud. The Department of Corporations is under the Business, Transportation, and Housing Agency and the authority of the Governor.

Scope and Content

The records of the Department of Corporations and its predecessor, the Department of Investments - Division of Corporations, consist of 21 cubic feet of documents spanning the years 1966-1982. The Department of Corporations records are organized into six records series: Subject Files, Commissioner Office Files, Lender-Fiduciary Files, Application Files, Bill Files, and Legislative Correspondence. These records document the changes in corporations, securities and franchising policy, and legislation during the later half of the twentieth century.

One especially useful group of files within the Subject Files series relates to the Corporate Securities Act of 1968 (CSA). The CSA outlines the corporation code for the State of California. The subject files relating to the CSA contain correspondence, memos and input from businesses on the regulations. They also include comments on proposed changes to the act and minutes from hearings. Another highlight of the Department of Corporations records is the application for franchising from recognizable corporations like Taco Bell or the Delorean Motor Company. These applications are found in the Application Files.

The Bill Files and the Legislative Correspondence contain records pertaining to legislation that directly affects corporations, franchises, or securities. The Bill Files include memoranda, correspondence, and brief descriptions of certain bills. The Legislative Correspondence relates to both assembly and senate bills that have to do with corporation law within the state.

The Department of Investments-Division of Corporations became the Department of Corporations with the passage of AB 387 in the 1969 legislative session. All records created when the department was known as the Division of Corporations have R305 as the identification number while the records created by the Department of Corporations have R129 as the identification number. Some series, like the Subject Files series, have two different identification numbers.

Indexing Terms

The following terms have been used to index the description of this collection in the library's online public access catalog.

California. Dept. of Corporations

Investments

Finance

Records of the Department of Investments - Division of Corporations 1966-1969

R305.14, Box 1/1 - Box 3/22.

Series 1 Subject Files 1966-1968

Physical Description: 75 file folders

Arrangement

Arranged alphabetically by subject heading.

Scope and Content

The series includes files that cover a variety of financial topics including advertising, banks, and the Corporate Securities Law. The files relating to the Corporate Securities Law files include amendments to regulations, hearings, and adoption of rules. Records in this series include memoranda, correspondence, and business publications.

R305.15, Box 3/23 - Box 4/3

Series 2 Commissioner Office Files 1966-1968

Physical Description: 7 file folders

Arrangement

Arranged alphabetically by topic.

Scope and Content

Commissioner Office Files contain correspondence and memoranda. The records relate to such topics as corporate finance, licenses, and revoked executive orders. The records reflect the work of Anthony R. Pierno, who served as the commissioner of the Division of Corporations during the time these records were created.

R305.16, Box 4 folders 5-22

Series 3 Lender-Fiduciary Law Files 1966-1969

Physical Description: 19 file folders

Arrangement

Arranged alphabetically by topic.

Scope and Content

The majority of the files in this series deal with trading stamp licensing but other topics include industrial bonds and financial reports. The series includes reports, correspondence, bill information, executive orders, and memoranda. Lender-Fiduciary laws in California are regulated by the Department of Corporations. Lender-Fiduciary laws give the Department of Corporations the authority to bring civil and administrative actions against violators.

R305.17, Box 4, folders 23-24

Series 4 Application Files 1966-1967

Physical Description: 2 file folders

Arrangement

Arranged alphabetically by company name.

Scope and Content

Series contains titled survey of permit applications and includes lists of permit applicants for the years 1966-1967. The lists note whether or not this is the first permit request for the company, if they have been denied in the past and why, and the final permit decision.

Records of the Department of Corporations 1969-1982

R129.1. Box 5/1 - Box 10/11

Series 1 Subject Files 1969-1978

Physical Description: 95 file folders

Arrangement

Arranged alphabetically by subject.

Scope and Content

The subject files cover a variety of financial and business topics including credit unions, franchising, truth-in-lending, finance, and business and transportation. The records in these files are correspondence, memoranda, departmental notes, and business documents.

R129.2. Box 10/12 - Box 11/1

Series 2 Commissioner Office Files 1970-1974

Physical Description: 14 file folders

Arrangement

Arranged alphabetically by topic.

Scope and Content

Commissioner Office Files contain reports that primarily focus on corporate finance and trading licensing. These files include correspondence, memoranda, and lists. Anthony R. Pierno was the commissioner of the department at the time these records were created.

R129.3 Box 11, folders 2-12

Series 3 Lender-Fiduciary Law Files 1969-1971

Physical Description: 11 file folders

Arrangement

Arranged alphabetically by topic.

Scope and Content

The The series contains correspondence, memoranda, and lists relating to credit unions, industrial loans, and the escrow industry. These lender-fiduciary law files outline topics where the Department of Corporations has the authority to bring civil and administrative action against businesses or individuals who violate the law.

R129.4. Box 11/13 - Box 17/22

Series 4 Application Files 1969-1982

Physical Description: 215 file folders

Arrangement

Arranged alphabetically by business name.

Scope and Content

The Application Files contain applications for franchising from businesses throughout the state. The applications are from companies like the Delorean Motor Company, PGS Film Production, Ltd., Seneca Oil and Gas Company, and Taco Bell. The application files include correspondence, basic information about the company, and business publications.

R129.5. Box 17/23 - Box 20/19

Series 5 Bill Files 1970-1982

Physical Description: 75 file folders

Arrangement

Arranged chronologically by legislative session, then numerically by bill number within legislative house.

Scope and Content

This series includes bill files from the 1970, 1979-1980, and 1981-1982 legislative sessions. In addition to the bill files, the files relating to the 1981-1982 session include bills of concern, chaptered legislation, federal legislation and hearing memoranda. Documents in this series include analysis, copies of the bills, suggested changes to the legislation, and discussions of the possible effects of enacted legislation.

1970 AB 8 - AB 2477 Box 17/23 - Box 18/2

1970 ACA 36 - ACA 65 Box 18, folder 3

1970 ACR 88 Box 18, folder 4

1970 AHR 151 - AHR 180 Box 18, folder 5

1970 AJR 59 Box 18, folder 6

1970 SB 12 - SB 1140 Box 18, folder 7-9

1970 SCA 7 - SCA 36 Box 18, folder 10

1970 SCR 6 - SCR 39 Box 18, folder 11

1979-1980 AB 24-B 3428 Box 18, folder 12-20

1979-1980 ACA 2 - ACA 60 Box 18, folder 21

1979-1980 SB 26 - SB 2012 Box 18, folder 22-26

1979-1980 Proposed Legislation Box 18/28 - Box 19/1

1981-1982 AB 41 - AB 3768 Box 19/2 - Box 20/1

1981-1982 ACA 11 - ACA 72 Box 20, folder 2

1981-1982 SB 107 - SB 2046 Box 20, folder 3-11

1981-1982 Bills of Concern Box 20, folder 12

1981-1982 Chaptered Legislation Box 20, folder 13

1981-1982 Federal Legislation Box 20, folder 14

1981-1982 Hearing Memos Box 20, folder 15-16

1981-1982 Legislative Lists Box 20, folder 17

1981-1982 Legislative Proposals Box 20, folder 18-19

R129.6. Box 20, folders 20-36

Series 6 Legislative Correspondence 1971-1980

Physical Description: 17 file folders

Arrangement

Roughly arranged alphabetically according to correspondent's last name.

Scope and Content

The correspondence in this series is related to legislation associated with corporations. The majority of the correspondence come from business owners or constituents with business interests.

R129.7. Box 21, folders 1-12

Series 7 Correspondence 1973-1980

Physical Description: 12 file folders

Arrangement

Roughly arranged alphabetically according to correspondent's last name.

Scope and Content

The correspondence in this series covers a variety of topic including mergers, franchising, and business questions. This correspondence is addressed either to the commissioner (Anthony R. Pierno, Willie R. Barnes, or Geraldine D. Green) or the department itself.