Corpus browser
179663 records-
Open
Corporations Code - CORP - CORP § 18380
Corporations Code - CORP - CORP § 18380
(a) A merger pursuant to this article has the following effect: (1) The separate existence of the disappearing entity ceases. (2) The surviving entity succeeds, without other transfer, to the rights and property of the disappearing entity. (3) The surviving entity is subject to a
-
Open
Corporations Code - CORP - CORP § 18390
Corporations Code - CORP - CORP § 18390
If, as a consequence of merger, a surviving entity succeeds to ownership of real property located in this state, the surviving entity’s record ownership of that property may be evidenced by recording in the county in which the property is located a copy of the agreement of merger
-
Open
Corporations Code - CORP - CORP § 184
Corporations Code - CORP - CORP § 184
“Shares” means the units into which the proprietary interests in a corporation are divided in the articles.
-
Open
Corporations Code - CORP - CORP § 18400
Corporations Code - CORP - CORP § 18400
A bequest, devise, gift, grant, or promise contained in a will or other instrument of donation, subscription, or conveyance that is made to a disappearing entity and that takes effect or remains payable after the merger inures to the benefit of the surviving entity. A trust oblig
-
Open
Corporations Code - CORP - CORP § 18410
Corporations Code - CORP - CORP § 18410
An unincorporated association may be dissolved by any of the following methods: (a) If the association’s governing documents provide a method for dissolution, by that method. (b) If the association’s governing documents do not provide a method for dissolution, by the affirmative
-
Open
Corporations Code - CORP - CORP § 18420
Corporations Code - CORP - CORP § 18420
Promptly after commencement of dissolution of an unincorporated association, the board or, if none, the members shall promptly wind up the affairs of the association, pay or provide for its known debts or liabilities, collect any amounts due to it, take any other action as is nec
-
Open
Corporations Code - CORP - CORP § 185
Corporations Code - CORP - CORP § 185
“Shareholder” means one who is a holder of record of shares.
-
Open
Corporations Code - CORP - CORP § 186
Corporations Code - CORP - CORP § 186
“Shareholders’ agreement” means a written agreement among all of the shareholders of a close corporation, or if a close corporation has only one shareholder between such shareholder and the corporation, as authorized by subdivision (b) of Section 300.
-
Open
Corporations Code - CORP - CORP § 18605
Corporations Code - CORP - CORP § 18605
A member, director, or agent of a nonprofit association is not liable for a debt, obligation, or liability of the association solely by reason of being a member, director, officer, or agent.
-
Open
Corporations Code - CORP - CORP § 18610
Corporations Code - CORP - CORP § 18610
A member of a nonprofit association is not liable for a contractual obligation of the association unless one of the following conditions is satisfied: (a) The member expressly assumes personal responsibility for the obligation in a signed writing that specifically identifies the
-
Open
Corporations Code - CORP - CORP § 18615
Corporations Code - CORP - CORP § 18615
A director, officer, or agent of a nonprofit association is not liable for a contractual obligation of the association unless one of the following conditions is satisfied: (a) The director, officer, or agent expressly assumes responsibility for the obligation in a signed writing
-
Open
Corporations Code - CORP - CORP § 18620
Corporations Code - CORP - CORP § 18620
(a) A member, director, officer, or agent of a nonprofit association shall be liable for injury, damage, or harm caused by an act or omission of the association or an act or omission of a director, officer, or agent of the association, if any of the following conditions is satisf
-
Open
Corporations Code - CORP - CORP § 18630
Corporations Code - CORP - CORP § 18630
Notwithstanding any other provision of this chapter, a member or person in control of a nonprofit association may be subject to liability for a debt, obligation, or liability of the association under common law principles governing alter ego liability of shareholders of a corpora
-
Open
Corporations Code - CORP - CORP § 18640
Corporations Code - CORP - CORP § 18640
Nothing in this chapter limits application of the Uniform Voidable Transactions Act (Chapter 1 (commencing with Section 3439) of Title 2 of Part 2 of Division 4 of the Civil Code).
-
Open
Corporations Code - CORP - CORP § 187
Corporations Code - CORP - CORP § 187
“Short-form merger” means a merger pursuant to Section 1110.
-
Open
Corporations Code - CORP - CORP § 188
Corporations Code - CORP - CORP § 188
“Stock split” means the pro rata division, otherwise than by a share dividend, of all the outstanding shares of a class into a greater number of shares of the same class by an amendment to the articles stating the effect on outstanding shares.
-
Open
Corporations Code - CORP - CORP § 189
Corporations Code - CORP - CORP § 189
(a) Except as provided in subdivision (b), “subsidiary” of a specified corporation means a corporation shares of which possessing more than 50 percent of the voting power are owned directly or indirectly through one or more subsidiaries by the specified corporation. (b) For the p
-
Open
Corporations Code - CORP - CORP § 19
Corporations Code - CORP - CORP § 19
If any provision of this code, or the application thereof to any person or circumstance, is held invalid, the remainder of the code, or the application of such provision to other persons or circumstances, shall not be affected thereby.
-
Open
Corporations Code - CORP - CORP § 190
Corporations Code - CORP - CORP § 190
“Surviving corporation” means a corporation into which one or more other corporations or one or more other business entities are merged.
-
Open
Corporations Code - CORP - CORP § 190.5
Corporations Code - CORP - CORP § 190.5
“Surviving limited partnership” means a limited partnership into which one or more other limited partnerships or one or more corporations are merged.
-
Open
Corporations Code - CORP - CORP § 190.7
Corporations Code - CORP - CORP § 190.7
“Surviving other business entity” means an other business entity into which one or more other business entities or one or more corporations are merged.
-
Open
Corporations Code - CORP - CORP § 1900
Corporations Code - CORP - CORP § 1900
(a) Any corporation may elect voluntarily to wind up and dissolve by the vote of shareholders holding shares representing 50 percent or more of the voting power. (b) Any corporation which comes within one of the following descriptions may elect by approval by the board to wind up
-
Open
Corporations Code - CORP - CORP § 1900.5
Corporations Code - CORP - CORP § 1900.5
(a) Notwithstanding any other provision of this division, when a corporation has not issued shares, a majority of the directors, or, if no directors have been named in the articles or been elected, the incorporator or a majority of the incorporators may sign and verify a certific
-
Open
Corporations Code - CORP - CORP § 1901
Corporations Code - CORP - CORP § 1901
(a) Whenever a corporation has elected to wind up and dissolve a certificate evidencing such election shall forthwith be filed. (b) The certificate shall be an officers’ certificate or shall be signed and verified by at least a majority of the directors then in office or by one o
-
Open
Corporations Code - CORP - CORP § 1902
Corporations Code - CORP - CORP § 1902
(a) A voluntary election to wind up and dissolve may be revoked prior to distribution of any assets by the vote of shareholders holding shares representing a majority of the voting power, or by approval by the board if the election was by the board pursuant to subdivision (b) of