Assembly Bills to Update, Improve New Jersey’s Corporate Business Rules Now Law

ASSEMBLY BILLS TO UPDATE, IMPROVE
NEW JERSEY’S CORPORATE BUSINESS RULES NOW LAW

Measures Are Among Nearly 40 advanced by Assembly to Further Enhance Efforts to Ensure N.J. Emerges Strong from Economic Crisis

(TRENTON) – Assembly bills to simplify New Jersey’s corporate governance statutes and further enhance efforts to ensure New Jersey emerges strong from the global economic crisis are now law.

The two measures were signed Tuesday by Gov. Jon S. Corzine. They’re sponsored by Assembly members Patrick J. Diegnan Jr., Joseph Vas, Albert Coutinho, Wayne DeAngelo, Bonnie Watson Coleman, Upendra Chivukula and Pamela R. Lampitt.

They’re among seven corporate governance reforms that passed the Assembly in September. The other bills remain pending in the Senate.

“For New Jersey to be competitive as a home for industry in the global marketplace, we need laws that will allow them to operate in real time, using 21st century technology,” said Diegnan (D-Middlesex), who crafted the bill package.

According to the sponsors, the changes in New Jersey’s corporate business laws stem largely from recent conversations with business leaders and a desire to be more cognizant of how corporations work and operate in the instant-access global marketplace. The sponsors also studied policies in neighboring states – particularly Delaware.

“Making these changes will help further ignite the engines of private commerce in the Garden State, and that will stimulate the economy and boost private sector job growth.” said Vas (D-Middlesex), chairman of the Assembly Commerce and Economic Development Committee.

Corzine signed laws that:

• Enable corporate directors to provide a notice of resignation that is only effective when certain events occur, providing for smoother transitions in many circumstances – such as when a director doesn’t receive a majority vote at a shareholder’s meeting (A-2881). The measure is sponsored by Vas, Diegnan, Coutinho (D-Essex), Majority Leader Watson Coleman (D-Mercer) and Lampitt (D-Camden).
• Allow a corporation to eliminate plurality voting for director elections using the corporation’s bylaws, giving New Jersey corporations greater flexibility in adopting other voting methods concerning the selection of directors. Former law required a corporation to amend the certificate of incorporation for any such changes (A-2883). The measure is sponsored by Diegnan, Vas, Coutinho, Watson Coleman, Lampitt, DeAngelo and Chivukula.

“We’re making the state more business friendly and helping to combat the global economic crisis to put New Jersey businesses in a position to emerge from it stronger than ever,” Coutinho said.

“These changes will help bring new jobs and new opportunities to the state,” said DeAngelo (D-Mercer/Middlesex). “Amid a full-blown recession, working to bolster and protect the state’s private sector now only makes sense.”

“With increasing turbulence in our national economy, we must do everything we can to ensure that New Jersey remains an excellent place to do business, and this is another step in that direction,” Watson Coleman said.

“This package sends another message that we are serious about working with businesses that call New Jersey home, all the while updating some of our laws to meet the latest technologies,” said Chivukula (D-Somerset).

“Ensuring New Jersey businesses and the workers they employ can emerge strong from this economic meltdown with the momentum they need has been a top priority, and this is yet another step in that direction,” Lampitt said.

For Release: January 27, 2009
Contact: Press Office, 609-292-7065