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First of all, the question assumes that Wyoming or another state could secede from the United States of America. While a State might pass a resolution indicating its wish to do so, it is not permissible within the current construct of government. (Of course, this would not prohibit a state from splitting into two states, or a state from merging into another, but that is another thing entirely, wholly different than secession.) In fact, nearly every State at one time or another has either had a secession effort occur as a private effort of some group within it, or has passed one as something the Legislature of a State has signaled its intention for. Yet this does not change that we still have the United States of America.As you may also recall, Justice Scalia, R.I.P., wrote in a letter before he passed on the subject. Case closed. Link: Scalia: "There Is No Right to Secede" - New York Personal Injury Law BlogCalifornia tried to do it not long ago; the proponent of California's secession effort ended up running away to Russia. No surprise. Is Russia Behind a Secession Effort in California? (Yes.)I'm a huge fan of Wyoming and its state laws, and I would like to retire there at some point. That said, Wyoming depends on other states for various things just as traditionally other states have relied upon Wyoming for certain resources, and federal aid is still heavy, though the revenue issue from decline of mineral industry is being offset in part by a large influx in various tech companies coming to Wyoming, most recently, because it is the most crypto-friendly state in terms of its laws.Wyoming, like really any State, relies on its relationships with other states and with the federal government. This doesn't bind Wyoming, though, in terms of how it does business or sets it's legislative policy. Its legislators are great listeners, but the State as a whole is fiercely independent in terms of being able to protect its values and ways. And that is how it should be.

Illegal, no, but it will have some ramifications.Standard caveats, not a Lawyer and this is not a legal opinion.I did some digging and came across this article by Timothy Kim here:The Dynamex Decision: The California Supreme Court Restricts Use of Independent Contractors | Labor & Employment Law BlogBased on this article it makes me think that the plaintiff in the case, Charles Lee, felt he should not have to pay both sides of SS, medicare, etc under a 1099. And the way I read it, this ruling means California won’t let you do a 1099 under certain circumstances.So, my guess is, people are going to be weary of hiring you under a 1099 because you can go back and claim you were actually an employee. So, you could then go back and hit them for additional pay after the fact.However, there was something towards the beginning of the bill that looks like there’s a work around:AB-5 Worker status: employees and independent contractors.“These exempt occupations would include, among others, licensed insurance agents, certain licensed health care professionals, registered securities broker-dealers or investment advisers, direct sales salespersons, real estate licensees, commercial fishermen, workers providing licensed barber or cosmetology services, and others performing work under a contract for professional services, with another business entity, or pursuant to a subcontract in the construction industry.”So there’s your answer. Incorporate under an LLC and have the business hire your LLC rather than you. They should be open to a 1099 then. To be honest, I would recommend doing business like that in all states as your LLC would protect your assets.The companies that are screwed are those companies that are treating their internal employees as external contractors. Lyft and Uber will be the big losers on this bill. Apparently strippers are independent contractors too per this article at Vox:The high-stakes battle between Uber executives and drivers in California, explainedSo no, 1099s won’t be illegal. But I’m guessing that option will be disappearing soon.

To clarify re my credentials: I am a California licensed attorney, former Co-Chair of the Business Law Section’s Corporations Committee then part of the voluntary part of the State Bar of California. In January 2017, the voluntary bar was separated from being part of the State Bar of California, and became I 503(c) not for profit voluntary corporation, but remains affiliate with the California State Bar.The Corporations Committee was asked to comment on SB 826 when it was before the Senate Banking and Financial Institutions Committee. Here are some of the highlights of the Committee’s analysis:The Committee strongly believes that diversity in the boards of directors of publicly traded corporations is admirable and necessary. We note that California has been a leader in advancing this goal, and in 1993 Section 318 of the Code was enacted. Among other provisions, Section 318 requires the California Secretary of State to develop and maintain a registry of distinguished women and minorities who are available to serve on corporate boards of directors.However, in response to your question about potential constitutional issues, the Committee believes there is a substantial risk that the Bill in its current form would fail a constitutional challenge, for the reasons outlined below. If the authors of the legislation wish to continue to pursue this matter, the Committee would be pleased to be involved in any discussions to consider an alternative approach that is more likely to withstand judicial scrutiny and influence shareholders to elect more diverse boards of directors.BACKGROUND:The Committee believes the following background information is useful:1) Directors are elected to serve on the board of directors of a corporation by the shareholders of the company, at the annual meeting of shareholders (see Section 301 of the Code).2) Directors are subject to fiduciary duties owed to the shareholders, and are not necessarily employees of the corporation.3) The board of directors is typically authorized to appoint one or more officers of the corporation, who are responsible for the day-to-day operations of the corporation. The powers of the board of directors to cause the corporation to take action directly are limited. At its most basic, a board of directors approves or ratifies actions taken by the appointed officers.4) As it is the shareholders who vote to elect directors, legislation that imposes restrictions (or qualifications) on the individuals elected to the board of directors would necessarily reach into the process by which the corporation's shareholders elect its directors.[1]5) It is noteworthy that stock owned by publicly traded corporations can be owned by other business entities, charities, unions, trusts, mutual funds, and individuals. Shareholders may be citizens of other states or territories of the United States or of other countries. Stock may also be owned directly by foreign governments, making those sovereign states shareholders.Quotas Have Been Held to Violate the U.S. ConstitutionAs drafted, the Bill would impose a statutory quota on the board of directors of publicly traded corporations. The U.S. Supreme Court has consistently held that quotas based on race are subject to strict scrutiny, meaning they will almost always be found unconstitutional in violation of the Equal Protection Clause of the Fourteenth Amendment.In Regents of Univ. Of Cal. v. Bakke, 438 U.S. 265, 290 (1977), the Regents’ special admission program was found unconstitutional and the Regents were enjoined from any consideration of race in its admission process unless it was factored in with other characteristics in a competitive process. In Richmond v. J.A. Croson Co. 488 U.S. 469, 511 (1989), a plan which mandated that at least 30% of city construction contracts be awarded to one or more Minority Business Enterprises violated the Equal Protection Clause of the Fourteenth Amendment.Gender-based classifications are generally subject to the slightly reduced standard of “intermediate scrutiny,” which requires state action based on gender be “substantially related to the achievement of [important government] objectives.” United States v. Virginia, 518 U.S. 515 (1996).If enacted and challenged, the Committee believes that the Bill, though advancing an important and worthy goal, may be vulnerable on equal protection grounds. Adding to the uncertainty is that there is a split among circuit courts as to whether intermediate or strict scrutiny applies to gender-based quotas. Under that heightened standard, the Bill would almost certainly fail."Compelled Speech" Has Been Held to Violate the U.S. ConstitutionThe Committee also believes that, if challenged, the Bill could be found to violate the free-speech provisions of the First Amendment of the U.S. Constitution.The board of directors of publicly traded corporations often recommends a slate of candidates for election to the board of directors at the annual meeting of shareholders. As drafted, the Bill requires that a specified number of females be recommended (and elected). This may be contrary to the board’s position that it recommends candidates based on qualifications other than gender or race or religion. (Also, although obviously there are a large number of qualified female director candidates, this requirement may be contrary to the corporation’s position that it hires employees solely on merit and does not discriminate in employment based on gender and its shareholders do not discriminate on gender with respect to election of directors.)The Committee believes courts could find that requiring that a specific number of females be included in a recommended slate of directors would be "compelled speech" and in violation of the First Amendment of the U.S. Constitution.In Hurley v. Irish American Gay, Lesbian, and Bisexual Group of Boston, 515 U.S. 557 (1995), private citizens organizing a public demonstration could not be compelled by the state to include groups who impart a message the organizers do not want to be presented by their demonstration, even if the intent of the state was to prevent discrimination.Thus, statutes designed to prevent discrimination such as the Bill can be found unconstitutional when compelled speech is mandated.Issues with the Application of the Bill to Non-California CorporationsAs drafted, the Bill applies to publicly held corporations whose "principal executive offices" are located in California.We are aware that there are several provisions in the Code—for example, Section 1600 and 1602, on inspection rights; and Section 1501 on the provision of annual reports—that apply to any domestic corporation as well as to any foreign corporation that has its principal executive offices in California or customarily holds its meetings in California. However, the Committee notes that the Bill is designed to control the vote of shareholders who may have no contact with California. If a publicly held corporation is organized under Delaware law and has only, say, 2% of its shareholders are California residents, does California have the power under the U.S. Constitution to dictate how the other 98% of shareholder must vote?The fact that a corporation has its principal executive offices here may not by itself give a state constitutional authority to legislate extra-territorially, that is to govern the behavior of out-of-state shareholders of a corporation, who are legally separate from the corporation. The Committee is concerned that the nexus between the shareholders of a corporation and a corporation that has its principal executive offices in California may be too attenuated to give California the power to penalize the shareholders for how they vote. Absent a sufficient connection with California (beyond having its principal executive offices in the state), courts could find the Bill unconstitutional in violation of the Commerce Clause of the U.S. Constitution.In VantagePoint Venture Partners 1996 v. Examen, Inc. 871 A.2d 1108 (2005), the Delaware Supreme Court found Section 2115 of the Code unconstitutional and refused to apply it to a Delaware corporation that met the substantial jurisdictional tests—a majority of its voting securities held by California residents and a majority of its business conducted in California as determined by its sales, payroll and assets--of Section 2115. The decision confirmed the internal affairs doctrine—that “matters that pertain to the relationships among and between the corporation and its officers, directors and shareholders”—should be determined by the laws of the jurisdiction where the corporation was formed. The Examen court concluded that the internal affairs doctrine is mandated by constitutional principles embodied in the commerce clause and that the law of the jurisdiction of incorporation should exclusively govern, except in the rare case where such law is inconsistent with a national policy on foreign or interstate commerce.The Committee does not believe that any California court has reached the same conclusion, although there is dicta to that effect in Lidow v. Superior Court, 206 Cal. App. 4th 351 (2012).[2]As it imposes additional recordkeeping and documentation requirements on business, it is likely that the Bill would be viewed by California and national business communities as a reason not to do business in California.The Bill Applies Fines to Corporations but Corporations Do Not Have the Power to Comply with the Bill’s ProvisionsThe Committee notes that while the corporation is subject to fines, the corporation itself has no power to effect compliance with the proposed statute because, as described in “BACKGROUND” above, the corporation does not appoint or elect directors. Indeed, individual directors have no authority to effect compliance unilaterally as any appointments by the board of directors is by a vote of the board, with each director acting in accordance with his or her fiduciary duty. In the case of director elections, it would be rare for a single shareholder of a publicly held corporation to hold enough shares to cause the election of a director.The same point applies to the language in proposed section 301.3.(a) that the corporation “may increase the number of directors on its board to comply with this section”. The corporation itself can’t increase the number of directors (presumably this is intended to mean the authorized number of directors) as this will require board or shareholder action.Other Matters Regarding the Bill• The Bill in many places refers to the “number of directors”. At what time? For example, suppose a corporation has seven directors on January 1, 2022 but three resign on June 1 and a new director is appointed on July 15. Is the corporation required to have three female directors because it had six or more directors on January 1 or one female director because it had four directors on June 1 or two female directors because it had five directors on July 15?• How is the Secretary of State to determine the number of female directors? Will they base it on names? Some names are used by both men and women.• The Bill doesn’t address the fact that California recognizes three genders. See Health & Safety Code § 103426 (“The State Registrar shall issue a new birth certificate reflecting a change of gender to female, male, or nonbinary . . . ”).[1] The bylaws of many publicly traded corporations permit the board of directors to fill a vacant seat by way of a vote of the majority of directors. However, any such appointment would be subject to review by the shareholders at the next annual meeting of shareholders.[2] At least one California appellate court upheld the constitutionality of Section 2115 finding that there was no Commerce Clause violation because Section 2115 even-handedly regulated both domestic and foreign corporations, effectuated California’s long-standing interest in cumulative voting (the particular point of contention in the case) and would likely not cause conflict with other states, since a corporation could only do a majority of its business or have a majority of its outstanding voting securities in one state. See Wilson v. Louisiana-Pacific Resources, Inc. (1982) 138 Cal.App.3d 216. The Wilson court also rejected arguments that Section 2115 violated the due process, equal protection, Full Faith and Credit and Contract Clauses of the United States Constitution.Keith Bishop, one of the upcoming Co-Chairs of the Corporations Committee has blogged on the issue. Links to his blog follow:Why California's Gender Quota Bill Is More Likely To Be Unconstitutional Than California's Pseudo-Foreign Corporation StatuteImpossibility And California's Proposed Gender Quota LawCalifornia Bill Would Mandate Gender Quotas For Publicly Traded CompaniesWill California's Board Gender Quota Bill Encourage Corporations To Dump Male Directors?California Gender Equity Quota Bill AdvancesCalifornia Bill Amended To Impose $100K Penalty For Failure To Report Timely Board Gender To Secretary Of StateIn my opinion, SB 826 is a reaction to the current Administration’s verbal attacks on California, as is an effort to “push back.”My question, and the question on everyone’s mind should be how close is SB 826 to being signed into law by the Governor? The short answer is we just don’t know. What will happen now is the Department of Corporations and the Secretary of State will comment and publish their analysis as to the complexity of implementation. This will include cost estimates for the state, and additional costs of forms, personnel, etc. The Governor will then have to sign or veto it. If it is signed into law, associated regulations will be drafted, subject to public comment, and then enacted. In California, regulations can dramatically change the impact of legislation.