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Corporations Code - CORP - CORP § 12540.1

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12540.1

(a) Any one or more corporations may merge with one or more other business entities (Section 12242.5). Subject to the provisions of Section 12530, one or more other domestic corporations or foreign corporations (Section 12237) may be parties to the merger. Notwithstanding the pro

Corporations Code - CORP - CORP § 12550

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12550

(a) Upon merger pursuant to this chapter the separate existences of the disappearing parties to the merger cease and the surviving party to the merger shall succeed, without other transfer, to all the rights and property of each of the disappearing parties to the merger and shall

Corporations Code - CORP - CORP § 12550.5

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12550.5

(a) Upon merger pursuant to this chapter, a surviving domestic or foreign corporation or other business entity shall be deemed to have assumed the liability of each disappearing domestic or foreign corporation or other business entity that is taxed under Part 10 (commencing with

Corporations Code - CORP - CORP § 12551

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12551

Whenever a domestic or foreign corporation or other business entity (Section 12242.5) having any real property in this state merges with another domestic or foreign corporation or other business entity pursuant to the laws of this state or of the state or place in which any const

Corporations Code - CORP - CORP § 12552

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12552

Any bequest, devise, gift, grant, or promise contained in a will or other instrument of donation, subscription, or conveyance, which is made to a constituent corporation and which takes effect or remains payable after the merger, inures to the surviving party to the merger.

Corporations Code - CORP - CORP § 12560

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12560

Any proceeding, initiated with respect to a corporation, under any applicable statute of the United States, as now existing or hereafter enacted, relating to reorganizations of corporations, shall be governed by the provisions of Chapter 14 (commencing with Section 1400) of Divis

Corporations Code - CORP - CORP § 12570

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12570

(a) Every corporation shall, within 90 days after the filing of its original articles and annually thereafter during the applicable filing period in each year, file, on a form prescribed by the Secretary of State, a statement containing: (1) the name of the corporation and the Se

Corporations Code - CORP - CORP § 12571

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12571

(a) An agent designated for service of process pursuant to Section 12570 may deliver to the Secretary of State, on a form prescribed by the Secretary of State for filing, a signed and acknowledged written statement of resignation as an agent for service of process containing the

Corporations Code - CORP - CORP § 12572

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12572

If a natural person who has been designated agent for service of process pursuant to Section 12570 dies or resigns or no longer resides in the state or if the corporate agent for such purpose resigns, dissolves, withdraws from the state, forfeits its right to transact intrastate

Corporations Code - CORP - CORP § 12574

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12574

Upon request of an assessor, a corporation owning, claiming, possessing or controlling property in this state subject to local assessment shall make available at the corporation’s principal office in California or at a place mutually acceptable to the assessor and the corporation

Corporations Code - CORP - CORP § 12575

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12575

Any officers, directors, employees or agents of a corporation who do any of the following are liable jointly and severally for all the damages resulting therefrom to the corporation or any person injured thereby who relied thereupon or to both: (a) Make, issue, deliver or publish

Corporations Code - CORP - CORP § 12576

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12576

The Attorney General, upon complaint of a member, director, or officer, that a corporation is failing to comply with the provisions of this chapter, Chapter 5 (commencing with Section 12460), Chapter 6 (commencing with Section 12480) or Chapter 13 (commencing with Section 12580)

Corporations Code - CORP - CORP § 12580

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12580

If any record subject to inspection pursuant to this chapter is not maintained in written form, a request for inspection is not complied with unless and until the corporation at its expense makes such record available in written form. For purposes of this chapter, “written” or “i

Corporations Code - CORP - CORP § 12581

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12581

Any inspection under this chapter may be made in person or by agent or attorney and the right of inspection includes the right to copy and make extracts.

Corporations Code - CORP - CORP § 12582

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12582

Any right of inspection created by this chapter extends to the records of each subsidiary of a corporation.

Corporations Code - CORP - CORP § 12583

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12583

The rights of members provided in this chapter may not be limited by contract or the articles or bylaws.

Corporations Code - CORP - CORP § 12590

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12590

(a) Each corporation shall keep: (1) Adequate and correct books and records of account; (2) Minutes of the proceedings of its members, board, and committees of the board; and (3) A record of its members giving their names and addresses and the class of membership and number of me

Corporations Code - CORP - CORP § 12591

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12591

(a) A corporation shall notify each member yearly of the member’s right to receive a financial report pursuant to this subdivision. Except as provided in subdivision (c), upon written request of a member, the board shall promptly cause the most recent annual report to be sent to

Corporations Code - CORP - CORP § 12592

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12592

(a) Any provision of the articles or bylaws notwithstanding, every corporation shall furnish annually to its members and directors a statement of any transaction or indemnification of a kind described in subdivision (d) or (e), if any such transaction or indemnification took plac

Corporations Code - CORP - CORP § 12593

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12593

(a) The superior court of the proper county shall enforce the duty of making and mailing or delivering the information and financial statements required by this article and, for good cause shown, may extend the time therefor. (b) In any action or proceeding under this section, if

Corporations Code - CORP - CORP § 12594

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12594

For a period of 60 days following the conclusion of an annual, regular, or special meeting of members, a corporation shall, upon written request from a member, forthwith inform the member of the result of any particular vote of members taken at the meeting, including the number o

Corporations Code - CORP - CORP § 12600

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12600

(a) Subject to Sections 12601 and 12602 and unless the corporation provides a reasonable alternative pursuant to subdivision (c), a member may do either or both of the following as permitted by subdivision (b): (1) Inspect and copy the record of all the members’ names, addresses,

Corporations Code - CORP - CORP § 12601

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12601

(a) Where the corporation, in good faith, and with a substantial basis, believes that the membership list, demanded by a member or members under Section 12600, will be used for a purpose not reasonably related to the interests as members of the person or persons making the demand

Corporations Code - CORP - CORP § 12602

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12602

(a) Upon petition of the corporation or any member, the superior court of the proper county may limit or restrict the rights set forth in Section 12600 where, and only where, such limitation or restriction is necessary to protect the rights of any member under the Constitution of

Corporations Code - CORP - CORP § 12603

statute | California | California Legislative Counsel

Corporations Code - CORP - CORP § 12603

The accounting books and records and minutes of proceedings of the members and the board and committees of the board shall be open to inspection upon the written demand on the corporation of any member at any reasonable time, for a purpose reasonably related to such person’s inte