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Corporations Code - CORP - CORP § 2504
Corporations Code - CORP - CORP § 2504
“Constituent social purpose corporation” means a social purpose corporation that is merged with or into one or more corporations or one or more other business entities and includes a surviving social purpose corporation.
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Corporations Code - CORP - CORP § 2505
Corporations Code - CORP - CORP § 2505
“Conversion” means a conversion pursuant to Chapter 11.5 (commencing with Section 1150) of Division 1 and Chapter 9 (commencing with Section 3300) of this division.
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Corporations Code - CORP - CORP § 2506
Corporations Code - CORP - CORP § 2506
“Disappearing social purpose corporation” means a constituent social purpose corporation that is not the surviving entity.
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Corporations Code - CORP - CORP § 2507
Corporations Code - CORP - CORP § 2507
“Domestic social purpose corporation” means a corporation organized under this division.
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Corporations Code - CORP - CORP § 2509
Corporations Code - CORP - CORP § 2509
“Social purpose corporation,” unless otherwise expressly provided, refers only to a corporation organized under this division.
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Corporations Code - CORP - CORP § 2510
Corporations Code - CORP - CORP § 2510
“Social purpose corporation subject to the Banking Law” means any of the following: (a) A social purpose corporation that, with the approval of the Commissioner of Financial Protection and Innovation, is incorporated for the purpose of engaging in, or that is authorized by the Co
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Corporations Code - CORP - CORP § 2510.1
Corporations Code - CORP - CORP § 2510.1
“Social purpose corporation subject to the Insurance Code as an insurer” means a social purpose corporation that has met the requirements of Sections 201.5, 201.6, and 201.7.
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Corporations Code - CORP - CORP § 25100
Corporations Code - CORP - CORP § 25100
The following securities are exempted from Sections 25110, 25120, and 25130: (a) Any security (including a revenue obligation) issued or guaranteed by the United States, any state, any city, county, city and county, public district, public authority, public corporation, public en
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Corporations Code - CORP - CORP § 25100.1
Corporations Code - CORP - CORP § 25100.1
The following securities are not subject to Sections 25110, 25120, and 25130: (a) A security defined as a “covered security” pursuant to Section 18(b)(1) of the Securities Act of 1933 (15 U.S.C. Sec. 77r). (b) A security issued by an investment company that is registered or that
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Corporations Code - CORP - CORP § 25101
Corporations Code - CORP - CORP § 25101
The following securities are exempt from the provisions of Section 25130: (a) Any security issued by a person that is the issuer of any security listed on a national securities exchange, if the exchange is certified by rule or order of the commissioner. (b) The exemption provided
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Corporations Code - CORP - CORP § 25101.1
Corporations Code - CORP - CORP § 25101.1
The following securities are not subject to Sections 25110, 25120, and 25130: (a) A security that is offered or sold in a transaction that is exempt from registration under Section 4(a)(1) or 4(a)(3) of the Securities Act of 1933 (15 U.S.C. 77r et seq.) pursuant to Section 18(b)(
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Corporations Code - CORP - CORP § 25102
Corporations Code - CORP - CORP § 25102
The following transactions are exempted from the provisions of Section 25110: (a) Any offer (but not a sale) not involving any public offering and the execution and delivery of any agreement for the sale of securities pursuant to the offer if (1) the agreement contains substantia
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Corporations Code - CORP - CORP § 25102.1
Corporations Code - CORP - CORP § 25102.1
The following transactions are not subject to Sections 25110, 25120, and 25130: (a) Any offer or sale of a security to a “qualified purchaser” as that term is defined by rule of the Securities and Exchange Commission pursuant to Section 18(b)(3) of the Securities Act of 1933 (15
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Corporations Code - CORP - CORP § 25102.2
Corporations Code - CORP - CORP § 25102.2
The commissioner shall require any issuer that is engaged in the business of purchasing, selling, financing, or brokering real estate, and that relies upon an exemption authorized by subdivision (e), (f), (h), or (n) of Section 25102, for an offering which involves the offer or s
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Corporations Code - CORP - CORP § 25102.5
Corporations Code - CORP - CORP § 25102.5
There shall be exempted from Section 25110 a transaction that is the sale of a series of notes secured directly by an interest in the same real property, or the sale of undivided interests in a note secured directly by real property equivalent to a series transaction, that compli
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Corporations Code - CORP - CORP § 25103
Corporations Code - CORP - CORP § 25103
The following transactions are exempted from the provisions of Section 25110 and Section 25120: (a) Any negotiations or agreements prior to general solicitation of approval by the holders of equity securities, and subject to that approval, of (1) a change in the rights, preferenc
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Corporations Code - CORP - CORP § 25104
Corporations Code - CORP - CORP § 25104
The following transactions are exempted from the provisions of Section 25130: (a) Any offer or sale of a security by the bona fide owner thereof for his or her own account if the sale (1) is not accompanied by the publication of any advertisement and (2) is not effected by or thr
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Corporations Code - CORP - CORP § 25105
Corporations Code - CORP - CORP § 25105
There shall be exempted from the provisions of Section 25110, 25120 or 25130 any other transaction which the commissioner by rule exempts as not being comprehended within the purposes of this law and the qualification of which he finds is not necessary or appropriate in the publi
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Corporations Code - CORP - CORP § 2511
Corporations Code - CORP - CORP § 2511
“Reorganization” means a merger reorganization, an exchange reorganization, or a sale of assets reorganization. (a) “Merger reorganization” means a merger pursuant to Chapter 11 (commencing with Section 1100) of Division 1 and Chapter 8 (commencing with Section 3200), of this div
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Corporations Code - CORP - CORP § 25110
Corporations Code - CORP - CORP § 25110
It is unlawful for any person to offer or sell in this state any security in an issuer transaction (other than in a transaction subject to Section 25120), whether or not by or through underwriters, unless such sale has been qualified under Section 25111, 25112 or 25113 (and no or
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Corporations Code - CORP - CORP § 25111
Corporations Code - CORP - CORP § 25111
(a) Any security for which a registration statement has been filed under the Securities Act of 1933 in connection with the same offering may be qualified by coordination under this section either in an issuer or nonissuer transaction. The term “registration statement” as used in
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Corporations Code - CORP - CORP § 25112
Corporations Code - CORP - CORP § 25112
(a) Any security issued by a person which is the issuer of any security registered under Section 12 of the Securities Exchange Act of 1934 or issued, by an investment company registered under the Investment Company Act of 1940, and which is not eligible for qualification under Se
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Corporations Code - CORP - CORP § 25113
Corporations Code - CORP - CORP § 25113
(a) All securities, whether or not eligible for qualification by coordination under Section 25111 or qualification by notification under Section 25112, may be qualified by permit under this section. (b) (1) An application for a permit under this section shall contain any informat
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Corporations Code - CORP - CORP § 25114
Corporations Code - CORP - CORP § 25114
Every qualification under this chapter is effective for 12 months from its effective date, unless the commissioner by order or rule specifies a different period, except during the time an order under Section 25140 or subdivision (a) of Section 25143 is in effect.
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Corporations Code - CORP - CORP § 25115
Corporations Code - CORP - CORP § 25115
Every application for qualification of an issuer transaction under this chapter shall be signed and verified by the issuer; every application for qualification of a nonissuer transaction under Section 25111 shall be signed and verified by the person on whose behalf the offering i