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Corporations Code - CORP - CORP § 12246.2
Corporations Code - CORP - CORP § 12246.2
“Series” of memberships means memberships within a class of memberships that have the same rights, privileges, preferences, restrictions, and conditions, but that differ in one or more rights, privileges, preferences, restrictions, or conditions from other memberships within the
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Corporations Code - CORP - CORP § 12247
Corporations Code - CORP - CORP § 12247
“Shareholder” shall have the same meaning as “member” as defined in Section 12238.
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Corporations Code - CORP - CORP § 12248
Corporations Code - CORP - CORP § 12248
“Share certificate” shall have the same meaning as “membership certificate” as defined in Section 12240.
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Corporations Code - CORP - CORP § 12249
Corporations Code - CORP - CORP § 12249
“Surviving corporation” means a corporation into which one or more other corporations are merged.
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Corporations Code - CORP - CORP § 12250
Corporations Code - CORP - CORP § 12250
“Vacancy” when used with respect to the board means any authorized position of director which is not then filled, whether the vacancy is caused by death, resignation, removal, change in the number of directors authorized in the articles or bylaws (by the board or the members), or
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Corporations Code - CORP - CORP § 12251
Corporations Code - CORP - CORP § 12251
“Verified” means that the statements contained in a certificate or other document are declared to be true of the own knowledge of the persons executing the same in either: (a) An affidavit signed by them under oath before an officer authorized by the laws of this state or of the
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Corporations Code - CORP - CORP § 12252
Corporations Code - CORP - CORP § 12252
“Vote” includes, but is not limited to, authorization by written consent pursuant to subdivision (b) of Section 12351 and authorization by written ballot pursuant to Section 12463.
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Corporations Code - CORP - CORP § 12253
Corporations Code - CORP - CORP § 12253
(a) “Voting power” means the power to vote for the election of directors at the time any determination of voting power is made and does not include the right to vote upon the happening of some condition or event that has not yet occurred. (b) If different classes of memberships a
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Corporations Code - CORP - CORP § 12253.5
Corporations Code - CORP - CORP § 12253.5
“Worker cooperative” or “employment cooperative” means a corporation formed under this part that includes a class of worker-members who are natural persons whose patronage consists of labor contributed to or other work performed for the corporation. Election to be organized as a
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Corporations Code - CORP - CORP § 12254
Corporations Code - CORP - CORP § 12254
“Written” or “in writing” includes facsimile, telegraphic, and other electronic communication as authorized by this code.
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Corporations Code - CORP - CORP § 12255
Corporations Code - CORP - CORP § 12255
“Written ballot” does not include a ballot distributed at a special or regular meeting of members.
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Corporations Code - CORP - CORP § 12256
Corporations Code - CORP - CORP § 12256
A central organization is a corporation whose membership is composed, in whole or in part, of other corporations organized under this part.
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Corporations Code - CORP - CORP § 12300
Corporations Code - CORP - CORP § 12300
(a) One or more persons may form a corporation under this part by executing and filing articles of incorporation. (b) Where initial directors are named in the articles, each director named in the articles shall sign and acknowledge the articles. Where initial directors are not na
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Corporations Code - CORP - CORP § 12301
Corporations Code - CORP - CORP § 12301
(a) In the case of an existing unincorporated association, the association may change its status to that of a corporation upon a proper authorization for such by the association in accordance with its rules and procedures. (b) In addition to the matters required to be set forth i
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Corporations Code - CORP - CORP § 12302
Corporations Code - CORP - CORP § 12302
(a) The Secretary of State shall not file articles setting forth a name in which “bank,” “trust,” “trustee,” or related words appear, unless the certificate of approval of the Commissioner of Financial Protection and Innovation is attached thereto. (b) The name of a corporation s
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Corporations Code - CORP - CORP § 12302.1
Corporations Code - CORP - CORP § 12302.1
The Secretary of State shall not file articles for a corporation the name of which would fall within the prohibitions of Section 18104 of the Financial Code. This section shall not apply to articles filed for a corporation organized in accordance with Section 18100 of the Financi
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Corporations Code - CORP - CORP § 12310
Corporations Code - CORP - CORP § 12310
The articles of incorporation of a corporation formed under this part shall set forth: (a) The name of the corporation. (b) The following statement: “This corporation is a cooperative corporation organized under the Cooperative Corporation Law. The purpose of this corporation is
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Corporations Code - CORP - CORP § 12310.5
Corporations Code - CORP - CORP § 12310.5
(a) A corporation organized under this part may elect to be governed as a worker cooperative by making the following statement in its articles of incorporation or its amended articles of incorporation: “This corporation is a worker cooperative corporation organized under the Coop
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Corporations Code - CORP - CORP § 12311
Corporations Code - CORP - CORP § 12311
(a) The names of all corporations formed under this part shall include “cooperative.” No corporation shall be formed under this part unless there is affixed or prefixed to its name some word or abbreviation which will indicate that it is a corporation, as distinguished from a nat
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Corporations Code - CORP - CORP § 12312
Corporations Code - CORP - CORP § 12312
The articles of incorporation may set forth a further statement limiting the purposes or powers of the corporation.
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Corporations Code - CORP - CORP § 12313
Corporations Code - CORP - CORP § 12313
(a) The articles of incorporation may set forth any or all of the following provisions, which shall not be effective unless expressly provided in the articles: (1) A provision limiting the duration of the corporation’s existence to a specified date. (2) A provision providing for
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Corporations Code - CORP - CORP § 12314
Corporations Code - CORP - CORP § 12314
The articles of incorporation of a central organization, as defined in Section 12256, organized under or subject to this part may provide for unequal voting power of its members based upon the number of its members’ members, the patronage of its members, or both. In no event shal
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Corporations Code - CORP - CORP § 12315
Corporations Code - CORP - CORP § 12315
For all purposes other than an action in the nature of quo warranto, a copy of the articles of a corporation duly certified by the Secretary of State is conclusive evidence of the formation of the corporation and prima facie evidence of its corporate existence.
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Corporations Code - CORP - CORP § 12316
Corporations Code - CORP - CORP § 12316
If initial directors have not been named in the articles of incorporation, the incorporators may do whatever is necessary and proper to perfect the organization of the corporation, including the adoption and amendment of bylaws of the corporation and the election of directors and
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Corporations Code - CORP - CORP § 12317
Corporations Code - CORP - CORP § 12317
(a) A worker cooperative may, in its articles or bylaws, establish itself as a capital account cooperative. (b) The articles or bylaws of a capital account cooperative may authorize assignment of a portion of retained net earnings and net losses to an unallocated capital account.