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Corporations Code - CORP - CORP § 162
Corporations Code - CORP - CORP § 162
“Corporation”, unless otherwise expressly provided, refers only to a corporation organized under this division or a corporation subject to this division under the provisions of subdivision (a) of Section 102.
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Corporations Code - CORP - CORP § 16201
Corporations Code - CORP - CORP § 16201
A partnership is an entity distinct from its partners.
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Corporations Code - CORP - CORP § 16202
Corporations Code - CORP - CORP § 16202
(a) Except as otherwise provided in subdivision (b), the association of two or more persons to carry on as coowners a business for profit forms a partnership, whether or not the persons intend to form a partnership. (b) An association formed under a statute other than this chapte
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Corporations Code - CORP - CORP § 16203
Corporations Code - CORP - CORP § 16203
Property acquired by a partnership is property of the partnership and not of the partners individually.
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Corporations Code - CORP - CORP § 16204
Corporations Code - CORP - CORP § 16204
(a) Property is partnership property if acquired in the name of either of the following: (1) The partnership. (2) One or more partners with an indication in the instrument transferring title to the property of the person’s capacity as a partner or of the existence of a partnershi
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Corporations Code - CORP - CORP § 163
Corporations Code - CORP - CORP § 163
“Corporation subject to the Banking Law” (Division 1.1 (commencing with Section 1000) of the Financial Code) means: (a) Any corporation which, with the approval of the Commissioner of Financial Protection and Innovation, is incorporated for the purpose of engaging in, or which is
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Corporations Code - CORP - CORP § 163.1
Corporations Code - CORP - CORP § 163.1
For purposes of subdivision (b) of Section 500 and subdivision (b) of Section 506, “cumulative dividends in arrears” means only cumulative dividends that have not been paid as required on a scheduled payment date set forth in, or determined pursuant to, the articles of incorporat
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Corporations Code - CORP - CORP § 16301
Corporations Code - CORP - CORP § 16301
Subject to the effect of a statement of partnership authority under Section 16303 both of the following apply: (1) Each partner is an agent of the partnership for the purpose of its business. An act of a partner, including the execution of an instrument in the partnership name, f
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Corporations Code - CORP - CORP § 16302
Corporations Code - CORP - CORP § 16302
(a) Partnership property may be transferred as follows: (1) Subject to the effect of a statement of partnership authority under Section 16303, partnership property held in the name of the partnership may be transferred by an instrument of transfer executed by a partner in the par
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Corporations Code - CORP - CORP § 16303
Corporations Code - CORP - CORP § 16303
(a) A partnership may file a statement of partnership authority, which is subject to all of the following: (1) The statement shall include all of the following: (A) The name of the partnership. (B) The street address of its principal office and of one principal office in Californ
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Corporations Code - CORP - CORP § 16304
Corporations Code - CORP - CORP § 16304
A partner or other person named as a partner in a filed statement of partnership authority or in a list maintained by an agent pursuant to subdivision (b) of Section 16303 may file a statement of denial stating the name of the partnership as filed with the Secretary of State, any
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Corporations Code - CORP - CORP § 16305
Corporations Code - CORP - CORP § 16305
(a) A partnership is liable for loss or injury caused to a person, or for a penalty incurred, as a result of a wrongful act or omission, or other actionable conduct, of a partner acting in the ordinary course of business of the partnership or with authority of the partnership. (b
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Corporations Code - CORP - CORP § 16306
Corporations Code - CORP - CORP § 16306
(a) Except as otherwise provided in subdivisions (b) and (c), all partners are liable jointly and severally for all obligations of the partnership unless otherwise agreed by the claimant or provided by law. (b) A person admitted as a partner into an existing partnership is not pe
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Corporations Code - CORP - CORP § 16307
Corporations Code - CORP - CORP § 16307
(a) A partnership may sue and be sued in the name of the partnership. (b) Except as otherwise provided in subdivision (g) of Section 16306, an action may be brought against the partnership and any or all of the partners in the same action or in separate actions. (c) A judgment ag
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Corporations Code - CORP - CORP § 16308
Corporations Code - CORP - CORP § 16308
Except with respect to registered limited liability partnerships and foreign limited liability partnerships: (a) If a person, by words or conduct, purports to be a partner, or consents to being represented by another as a partner, in a partnership or with one or more persons not
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Corporations Code - CORP - CORP § 16309
Corporations Code - CORP - CORP § 16309
(a) The statement of partnership authority may designate an agent for service of process. The agent may be an individual residing in this state or a corporation that has complied with Section 1505 and whose capacity to act as an agent has not terminated. If an individual is desig
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Corporations Code - CORP - CORP § 16310
Corporations Code - CORP - CORP § 16310
(a) If a partnership has designated an agent for service of process, process may be served on the partnership as provided in this section and in Chapter 4 (commencing with Section 413.10) of Title 5 of Part 2 of the Code of Civil Procedure. (b) Personal service of a copy of any p
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Corporations Code - CORP - CORP § 164
Corporations Code - CORP - CORP § 164
“Directors” means natural persons designated in the articles as such or elected by the incorporators and natural persons designated, elected or appointed by any other name or title to act as directors, and their successors.
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Corporations Code - CORP - CORP § 16401
Corporations Code - CORP - CORP § 16401
(a) Each partner is deemed to have an account that is subject to both of the following: (1) Credited with an amount equal to the money plus the value of any other property, net of the amount of any liabilities, the partner contributes to the partnership and the partner’s share of
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Corporations Code - CORP - CORP § 16402
Corporations Code - CORP - CORP § 16402
A partner has no right to receive, and may not be required to accept, a distribution in kind.
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Corporations Code - CORP - CORP § 16403
Corporations Code - CORP - CORP § 16403
(a) A partnership shall keep its books and records, if any, in writing or in any other form capable of being converted into clearly legible tangible form, at its principal office. (b) A partnership shall provide partners and their agents and attorneys access to its books and reco
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Corporations Code - CORP - CORP § 16404
Corporations Code - CORP - CORP § 16404
(a) The fiduciary duties a partner owes to the partnership and the other partners are the duty of loyalty and the duty of care set forth in subdivisions (b) and (c). (b) A partner’s duty of loyalty to the partnership and the other partners includes all of the following: (1) To ac
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Corporations Code - CORP - CORP § 16405
Corporations Code - CORP - CORP § 16405
(a) A partnership may maintain an action against a partner for a breach of the partnership agreement, or for the violation of a duty to the partnership, causing harm to the partnership. (b) A partner may maintain an action against the partnership or another partner for legal or e
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Corporations Code - CORP - CORP § 16406
Corporations Code - CORP - CORP § 16406
(a) If a partnership for a definite term or particular undertaking is continued, without an express agreement, after the expiration of the term or completion of the undertaking, the rights and duties of the partners remain the same as they were at the expiration or completion, so
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Corporations Code - CORP - CORP § 165
Corporations Code - CORP - CORP § 165
“Disappearing corporation” means a constituent corporation which is not the surviving corporation.