Last week, I wrote about the venue implications of the location (or lack of) a corporation’s principal executive office. The location of a corporation’s PEO isn’t just about venue, however. Numerous provisions of the California General Corporation Law make reference to the location of the corporation’s PEO.
Section 213, for example, requires every corporation to keep at its PEO in California the original or a copy of its bylaws as amended to date. If the corporation’s PEO is not in California, then the bylaws must be kept at the corporation’s principal business office in California. The bylaws must be open to inspection by the shareholders at all reasonable times during office hours. If the corporation’s PEO is outside California and the corporation has no principal business office in California, the corporation must furnish a copy of the bylaws amended to date to any shareholder making a written request.