STATE OF NEW JERSEY
218th LEGISLATURE
PRE-FILED FOR INTRODUCTION IN THE 2018 SESSION
Sponsored by:
Assemblyman REED GUSCIORA
District 15 (Hunterdon and Mercer)
SYNOPSIS
Requires shareholder approval of campaign contributions and certain independent expenditures made by New Jersey corporations.
CURRENT VERSION OF TEXT
Introduced Pending Technical Review by Legislative Counsel.
An Act concerning certain campaign contributions and expenditures made by New Jersey corporations, supplementing Title 14A of the New Jersey Statutes and amending N.J.S.14A:3-4.
Be It Enacted by the Senate and General Assembly of the State of New Jersey:
1. (New section) a. (1) A corporation shall include in its bylaws adequate procedures to ascertain the will of the majority of the shareholders of the corporation regarding contributions to campaign finance entities and independent expenditures for any federal, State or local election that the corporation proposes to make.
(2) If the majority of the shareholders of a corporation is unable, by law, contract or corporate bylaw, or for any other reason, to participate in a vote to ascertain the will of the majority of the shareholders of the corporation regarding a campaign contribution or such an independent expenditure the corporation proposes to make, the corporation shall not make the campaign contribution or independent expenditure.
b. The distribution of a news story, commentary, editorial, book, or documentary in the ordinary course of business by a press organization owned or controlled by a corporation shall not be considered a contribution to a campaign finance entity or an independent expenditure for the purposes of subsection a. of this section.
c. As used in this section, “campaign finance entity” means an entity established to support or oppose, directly or indirectly:
(1) the candidacy of a person for nomination for election, or for election, to elective public office in this State, any other state, the District of Columbia, any United States territory, or any political subdivision thereof;
(2) the candidacy of a person for nomination for election, or for election, to any federal public office; or
(3) a public question in this State or any other state, the District of Columbia, any United States territory, or any political subdivision thereof.
2. N.J.S.14A:3-4 is amended to read as follows:
14A:3-4. Contributions by corporations.
(1) Any corporation organized for any purpose under any general or special law of this State, unless otherwise provided in its certificate of incorporation or by-laws, shall have power, irrespective of corporate benefit, to aid, singly or in cooperation with other corporations and with natural persons, in the creation or maintenance of institutions or organizations engaged in community fund, hospital, charitable, philanthropic, educational, scientific or benevolent activities or patriotic or civic activities conducive to the betterment of social and economic conditions, and, subject to the provisions of section 1 of P.L. , c. (C. ) (pending before the Legislature as this bill), the board may authorize the making of contributions for those purposes in money, securities, including shares of the corporation, or other property, in such reasonable amounts as the board may determine; provided, that a contribution shall not be authorized hereunder if at the time of the contribution or immediately thereafter the donee institution shall own more than 10% of the voting stock of the donor corporation or one of its subsidiaries.
(2) The provisions of this section shall not be construed as directly or indirectly minimizing or interpreting the rights and powers of corporations, as heretofore existing, with reference to appropriations, expenditures or contributions of the nature above specified.
(cf. P.L.1988, c.94, s.12)
3. This act shall take effect on the 180th day next following enactment.
STATEMENT
This bill concerns campaign contributions and independent expenditures made by New Jersey corporations.
Specifically, the bill requires a New Jersey corporation to include in its bylaws procedures for ascertaining the will of the majority of the shareholders of the corporation regarding contributions to campaign finance entities and independent expenditures for any federal, State or local election that the corporation proposes to make and prohibits the corporation from making such a contribution if a majority of the shareholders cannot by law, contract or corporate bylaw, or for any other reason, participate in such a vote.
The bill also provides that the distribution of a news story, commentary, editorial, book, or documentary in the ordinary course of business by a press organization owned or controlled by a New Jersey corporation shall not be considered a contribution to a campaign finance entity or an independent expenditure for the purposes of the bill.
The bill defines “campaign finance entity” as an entity established to support or oppose, directly or indirectly:
(1) the candidacy of a person for public office in this State, any other state, the District of Columbia, any United States territory, or a political subdivision thereof;
(2) the candidacy of a person for election to any federal public office;
(3) a public question in this State or any other state, the District of Columbia, any United States territory, or any political subdivision thereof.