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Corporations Code - CORP - CORP § 5813
Corporations Code - CORP - CORP § 5813
An amendment must also be approved by the members (Section 5034) of a class, whether or not such class is entitled to vote thereon by the provisions of the articles or bylaws, if the amendment would materially and adversely affect the rights of that class as to voting or transfer
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Corporations Code - CORP - CORP § 5813.5
Corporations Code - CORP - CORP § 5813.5
(a) A public benefit corporation may amend its articles to change its status to that of a mutual benefit corporation, a social purpose corporation, a religious corporation, a business corporation, or a cooperative corporation by complying with this section and the other sections
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Corporations Code - CORP - CORP § 5814
Corporations Code - CORP - CORP § 5814
(a) Except for amendments adopted by the incorporators pursuant to Section 5811, upon adoption of an amendment, the corporation shall file a certificate of amendment, which shall consist of an officers’ certificate stating: (1) The wording of the amendment or amended articles in
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Corporations Code - CORP - CORP § 5815
Corporations Code - CORP - CORP § 5815
In the case of amendments adopted by the incorporators under Section 5811, the corporation shall file a certificate of amendment signed and verified by a majority of the incorporators which shall state that the signers thereof constitute at least a majority of the incorporators,
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Corporations Code - CORP - CORP § 5816
Corporations Code - CORP - CORP § 5816
The certificate of amendment shall establish the wording of the amendment or amended articles by one or more of the following means: (a) By stating that the articles shall be amended to read as therein set forth in full. (b) By stating that any provision of the articles, which sh
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Corporations Code - CORP - CORP § 5817
Corporations Code - CORP - CORP § 5817
Upon the filing of the certificate of amendment, the articles shall be amended in accordance with the certificate and any change, reclassification, or cancellation of memberships shall be effected, and a copy of the certificate, certified by the Secretary of State, is prima facie
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Corporations Code - CORP - CORP § 5818
Corporations Code - CORP - CORP § 5818
A corporation formed for a limited period may at any time subsequent to the expiration of the term of its corporate existence, extend the term of its existence by an amendment to its articles removing any provision limiting the term of its existence and providing for perpetual ex
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Corporations Code - CORP - CORP § 5819
Corporations Code - CORP - CORP § 5819
(a) A corporation may restate in a single certificate the entire text of its articles as amended by filing an officers’ certificate or, in circumstances where incorporators or the board may amend a corporation’s articles pursuant to Sections 5811 and 5815, a certificate signed an
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Corporations Code - CORP - CORP § 5820
Corporations Code - CORP - CORP § 5820
(a) Amendment of the articles of a corporation, pursuant to this chapter, does not, of itself, abrogate any requirement or limitation imposed upon the corporation, or any property held by it, by virtue of the trust under which such property is held by the corporation. (b) The Att
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Corporations Code - CORP - CORP § 5910
Corporations Code - CORP - CORP § 5910
Any mortgage, deed of trust, pledge or other hypothecation of all or any part of the corporation’s property, real or personal, for the purpose of securing the payment or performance of any contract or obligation may be approved by the board. Unless the articles or bylaws otherwis
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Corporations Code - CORP - CORP § 5911
Corporations Code - CORP - CORP § 5911
(a) Subject to the provisions of Section 5142, a corporation may sell, lease, convey, exchange, transfer or otherwise dispose of all or substantially all of its assets when the principal terms are: (1) Approved by the board; and (2) Unless the transaction is in the usual and regu
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Corporations Code - CORP - CORP § 5912
Corporations Code - CORP - CORP § 5912
Any deed or instrument conveying or otherwise transferring any assets of a corporation may have annexed to it the certificate of the secretary or an assistant secretary of the corporation, setting forth that the transaction has been validly approved by the board, that the notice,
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Corporations Code - CORP - CORP § 5913
Corporations Code - CORP - CORP § 5913
Except for an agreement or transaction subject to Section 5914 or 5920, a corporation shall give written notice to the Attorney General 20 days before it sells, leases, conveys, exchanges, transfers or otherwise disposes of all or substantially all of its assets unless the transa
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Corporations Code - CORP - CORP § 5914
Corporations Code - CORP - CORP § 5914
(a) (1) Any nonprofit corporation that is defined in Section 5046 and operates or controls a health facility, as defined in Section 1250 of the Health and Safety Code, or operates or controls a facility that provides similar health care, regardless of whether it is currently oper
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Corporations Code - CORP - CORP § 5915
Corporations Code - CORP - CORP § 5915
Within 90 days of the receipt of the written notice required by Section 5914, the Attorney General shall notify the public benefit corporation in writing of the decision to consent to, give conditional consent to, or not consent to the agreement or transaction. The Attorney Gener
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Corporations Code - CORP - CORP § 5916
Corporations Code - CORP - CORP § 5916
Prior to issuing any written decision referred to in Section 5915, or giving a written waiver under subdivision (c) of Section 5914, the Attorney General shall conduct one or more public meetings, one of which shall be in the county in which the facility is located, to hear comme
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Corporations Code - CORP - CORP § 5917
Corporations Code - CORP - CORP § 5917
The Attorney General shall have discretion to consent to, give conditional consent to, or not consent to any agreement or transaction described in subdivision (a) of Section 5914. In making the determination, the Attorney General shall consider any factors that the Attorney Gener
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Corporations Code - CORP - CORP § 5917.5
Corporations Code - CORP - CORP § 5917.5
The Attorney General shall not consent to a health facility agreement or transaction pursuant to Section 5914 or Section 5920 in which the seller restricts the type or level of medical services that may be provided at the health facility that is the subject of the agreement or tr
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Corporations Code - CORP - CORP § 5918
Corporations Code - CORP - CORP § 5918
The Attorney General may adopt regulations implementing this article.
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Corporations Code - CORP - CORP § 5919
Corporations Code - CORP - CORP § 5919
(a) Within the time periods designated in Section 5915 and relating to those factors specified in Section 5917, the Attorney General may do the following: (1) Contract with, consult, and receive advice from any state agency on those terms and conditions that the Attorney General
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Corporations Code - CORP - CORP § 5920
Corporations Code - CORP - CORP § 5920
(a) (1) Any nonprofit corporation that is defined in Section 5046 and operates or controls a health care facility, as defined in Section 1250 of the Health and Safety Code, or operates or controls a facility that provides similar health care, regardless of whether it is currently
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Corporations Code - CORP - CORP § 5921
Corporations Code - CORP - CORP § 5921
Within 90 days of the receipt of the written notice required by Section 5920, the Attorney General shall notify the nonprofit corporation in writing of the decision to consent to, give conditional consent to, or not consent to the agreement or transaction. The Attorney General ma
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Corporations Code - CORP - CORP § 5922
Corporations Code - CORP - CORP § 5922
Prior to issuing any written decision referred to in Section 5921, or giving a written waiver under subdivision (c) of Section 5920, the Attorney General shall conduct one or more public meetings, one of which shall be in the county in which the facility is located, to hear comme
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Corporations Code - CORP - CORP § 5923
Corporations Code - CORP - CORP § 5923
The Attorney General shall have discretion to consent to, give conditional consent to, or not consent to any agreement or transaction described in subdivision (a) of Section 5920. In making the determination, the Attorney General shall consider any factors that the Attorney Gener
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Corporations Code - CORP - CORP § 5924
Corporations Code - CORP - CORP § 5924
(a) Within the time periods designated in Section 5921 and relating to those factors specified in Section 5923, the Attorney General may do the following: (1) Contract with, consult, and receive advice from any state agency on those terms and conditions that the Attorney General