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Corporations Code - CORP - CORP § 114

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 114

All references in this division to financial statements, balance sheets, income statements, and statements of cashflows, and all references to assets, liabilities, earnings, retained earnings, and similar accounting items of a corporation mean those financial statements or compar

Corporations Code - CORP - CORP § 115

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 115

As used in this division, independent accountant means a certified public accountant or public accountant who is independent of the corporation as determined in accordance with generally accepted auditing standards and who is engaged to audit financial statements of the corporati

Corporations Code - CORP - CORP § 1150

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 1150

For purposes of this chapter, the following definitions shall apply: (a) “Converted corporation” means a corporation that results from a conversion of a domestic other business entity, foreign other business entity, or foreign corporation pursuant to Section 1157. (b) “Converted

Corporations Code - CORP - CORP § 1151

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 1151

(a) A corporation may be converted into a domestic other business entity, foreign other business entity, or foreign corporation pursuant to this chapter if, pursuant to the proposed conversion, (1) each share of the same class or series of the converting corporation shall, unless

Corporations Code - CORP - CORP § 1152

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 1152

(a) A corporation that desires to convert to a domestic other business entity, foreign other business entity, or foreign corporation shall approve a plan of conversion. The plan of conversion shall state all of the following: (1) The terms and conditions of the conversion. (2) Th

Corporations Code - CORP - CORP § 1153

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 1153

(a) After the approval, as provided in Section 1152, of a plan of conversion by the board and the outstanding shares of a corporation, the converting corporation shall cause the filing of all documents required by law, including, in the case of a corporation converting into a for

Corporations Code - CORP - CORP § 1154

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 1154

(a) To enforce an obligation of a corporation that has converted to a foreign corporation or foreign other business entity, the Secretary of State shall only be the agent for service of process in an action or proceeding against that converted foreign entity, if the agent designa

Corporations Code - CORP - CORP § 1155

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 1155

(a) To convert a corporation: (1) If the corporation is converting into a domestic limited partnership, a statement of conversion shall be completed on the certificate of limited partnership for the converted entity. (2) If the corporation is converting into a domestic partnershi

Corporations Code - CORP - CORP § 1156

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 1156

(a) Whenever a corporation or other business entity having any real property in this state converts into a corporation or an other business entity pursuant to the laws of this state or of the state or place in which the corporation or other business entity was organized, and the

Corporations Code - CORP - CORP § 1157

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 1157

(a) A domestic other business entity, foreign other business entity, or foreign corporation may be converted into a corporation pursuant to this chapter only if the converting entity is authorized by the laws under which it is organized to effect the conversion. (b) A domestic ot

Corporations Code - CORP - CORP § 1158

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 1158

(a) An entity that converts into another entity pursuant to this chapter is for all purposes other than for the purposes of Part 10 (commencing with Section 17001) of, Part 10.20 (commencing with Section 18401) of, and Part 11 (commencing with Section 23001) of, Division 2 of the

Corporations Code - CORP - CORP § 1159

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 1159

The shareholders of a converting corporation shall have all of the rights under Chapter 13 (commencing with Section 1300) of the shareholders of a corporation involved in a reorganization requiring the approval of its outstanding shares (Section 152), and the converting corporati

Corporations Code - CORP - CORP § 116

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 116

Nothing contained in this division modifies the provisions of subdivision (h) of Section 25102 or the conditions provided therein to the availability of an exemption under that subdivision.

Corporations Code - CORP - CORP § 117

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 117

Any requirement in this division for a vote of each class of outstanding shares means such a vote regardless of limitations or restrictions upon the voting rights thereof, unless expressly limited to voting shares.

Corporations Code - CORP - CORP § 118

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 118

Any reference in this division to the time a notice is given or sent means, unless otherwise expressly provided, any of the following: (a) The time a written notice by mail is deposited in the United States mails, postage prepaid. (b) The time any other written notice, including

Corporations Code - CORP - CORP § 119

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 119

(a) (1) Otherwise lawful corporate actions not in compliance, or purportedly not in compliance, with this division or the articles, bylaws, or a plan or agreement to which the corporation is a party in effect at the time of the corporate action, may be ratified, or validated by t

Corporations Code - CORP - CORP § 12

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12

The masculine gender includes the feminine and neuter.

Corporations Code - CORP - CORP § 12.2

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12.2

“Spouse” includes “registered domestic partner,” as required by Section 297.5 of the Family Code.

Corporations Code - CORP - CORP § 1200

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 1200

A reorganization (Section 181) or a share exchange tender offer (Section 183.5) shall be approved by the board of: (a) Each constituent corporation in a merger reorganization; (b) The acquiring corporation in an exchange reorganization; (c) The acquiring corporation and the corpo

Corporations Code - CORP - CORP § 12000

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12000

Every corporation organized or existing under Part 1 (commencing with Section 12000) in effect on December 31, 1979, is subject to and deemed to be organized under: (a) The General Corporation Law (Division 1 (commencing with Section 100) of this title), if the corporation is org

Corporations Code - CORP - CORP § 1201

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 1201

(a) The principal terms of a reorganization shall be approved by the outstanding shares (Section 152) of each class of each corporation the approval of whose board is required under Section 1200, except as provided in subdivision (b) and except that (unless otherwise provided in

Corporations Code - CORP - CORP § 1201.5

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 1201.5

(a) The principal terms of a share exchange tender offer (Section 183. 5) shall be approved by the outstanding shares (Section 152) of each class of the corporation making the tender offer or whose shares are to be used in the tender offer, except as provided in subdivision (b) a

Corporations Code - CORP - CORP § 1202

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 1202

(a) In addition to the requirements of Section 1201, the principal terms of a merger reorganization shall be approved by all the outstanding shares of a corporation if the agreement of merger provides that all the outstanding shares of that corporation are canceled without consid

Corporations Code - CORP - CORP § 1203

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 1203

(a) If a tender offer, including a share exchange tender offer (Section 183.5), or a written proposal for approval of a reorganization subject to Section 1200 or for a sale of assets subject to subdivision (a) of Section 1001 is made to some or all of a corporation’s shareholders

Corporations Code - CORP - CORP § 12200

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12200

This part shall be known as the Cooperative Corporation Law. This part is intended primarily to apply to the organization and operation of cooperatives, including, but not limited to, consumer cooperatives, worker cooperatives, and cooperatives formed for the purpose of recycling