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Corporations Code - CORP - CORP § 708
Corporations Code - CORP - CORP § 708
(a) Except as provided in Sections 301.5 and 708.5, every shareholder complying with subdivision (b) and entitled to vote at any election of directors may cumulate such shareholder’s votes and give one candidate a number of votes equal to the number of directors to be elected mul
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Corporations Code - CORP - CORP § 708.5
Corporations Code - CORP - CORP § 708.5
(a) For purposes of this section,the following definitions shall apply: (1) “Uncontested election” means an election of directors in which, at the expiration of the time fixed under the articles of incorporation or bylaws requiring advance notification of director candidates or,
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Corporations Code - CORP - CORP § 709
Corporations Code - CORP - CORP § 709
(a) Upon the filing of an action therefor by any shareholder or by any person who claims to have been denied the right to vote, the superior court of the proper county shall try and determine the validity of any election or appointment of any director of any domestic corporation,
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Corporations Code - CORP - CORP § 710
Corporations Code - CORP - CORP § 710
(a) This section applies to a corporation with outstanding shares held of record by 100 or more persons (determined as provided in Section 605) that files an amendment of articles or certificate of determination containing a “supermajority vote” provision on or after January 1, 1
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Corporations Code - CORP - CORP § 711
Corporations Code - CORP - CORP § 711
(a) The Legislature finds and declares that: Many of the residents of this state are the legal and beneficial owners or otherwise the ultimate beneficiaries of shares of stock of domestic and foreign corporations, title to which may be held by a variety of intermediate owners as
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Corporations Code - CORP - CORP § 7110
Corporations Code - CORP - CORP § 7110
This part shall be known and may be cited as the Nonprofit Mutual Benefit Corporation Law.
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Corporations Code - CORP - CORP § 7111
Corporations Code - CORP - CORP § 7111
Subject to any other provision of law of this state applying to the particular class of corporation or line of activity, a corporation may be formed under this part for any lawful purpose; provided that a corporation all of the assets of which are irrevocably dedicated to charita
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Corporations Code - CORP - CORP § 7120
Corporations Code - CORP - CORP § 7120
(a) One or more persons may form a corporation under this part by executing and filing articles of incorporation. (b) If initial directors are named in the articles, each director named in the articles shall sign and acknowledge the articles; if initial directors are not named in
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Corporations Code - CORP - CORP § 7121
Corporations Code - CORP - CORP § 7121
(a) In the case of an existing unincorporated association, the association may change its status to that of a corporation upon a proper authorization for such by the association in accordance with its rules and procedures. (b) In addition to the matters required to be set forth i
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Corporations Code - CORP - CORP § 7122
Corporations Code - CORP - CORP § 7122
(a) The Secretary of State shall not file articles setting forth a name in which “bank,” “trust,” “trustee,” or related words appear, unless the certificate of approval of the Commissioner of Financial Protection and Innovation is attached thereto. (b) The Secretary of State shal
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Corporations Code - CORP - CORP § 7122.3
Corporations Code - CORP - CORP § 7122.3
The Secretary of State shall not file articles for a corporation the name of which would fall within the prohibitions of Section 18104 of the Financial Code. This section shall not apply to articles filed for a corporation organized in accordance with Section 18100 of the Financi
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Corporations Code - CORP - CORP § 7130
Corporations Code - CORP - CORP § 7130
The articles of incorporation of a corporation formed under this part shall set forth the following: (a) The name of the corporation. (b) (1) Except as provided in paragraph (2) or (3), the following statement: “This corporation is a nonprofit mutual benefit corporation organized
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Corporations Code - CORP - CORP § 7131
Corporations Code - CORP - CORP § 7131
The articles of incorporation may set forth a further statement limiting the purposes or powers of the corporation.
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Corporations Code - CORP - CORP § 7132
Corporations Code - CORP - CORP § 7132
(a) The articles of incorporation may set forth any or all of the following provisions, which shall not be effective unless expressly provided in the articles: (1) A provision limiting the duration of the corporation’s existence to a specified date. (2) A provision conferring upo
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Corporations Code - CORP - CORP § 7133
Corporations Code - CORP - CORP § 7133
For all purposes other than an action in the nature of quo warranto, a copy of the articles of a corporation duly certified by the Secretary of State is conclusive evidence of the formation of the corporation and prima facie evidence of its corporate existence.
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Corporations Code - CORP - CORP § 7134
Corporations Code - CORP - CORP § 7134
If initial directors have not been named in the articles, the incorporator or incorporators, until the directors are elected, may do whatever is necessary and proper to perfect the organization of the corporation, including the adoption and amendment of bylaws of the corporation
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Corporations Code - CORP - CORP § 7135
Corporations Code - CORP - CORP § 7135
Nothing in Section 7130 or 7131 or in any provision of the articles of a mutual benefit corporation shall be construed to limit the equitable power of a court to impress a charitable trust upon any or all of the assets of a mutual benefit corporation or otherwise treat it as a pu
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Corporations Code - CORP - CORP § 7140
Corporations Code - CORP - CORP § 7140
Subject to any limitations contained in the articles or bylaws and to compliance with other provisions of this division and any other applicable laws, a corporation, in carrying out its activities, shall have all of the powers of a natural person, including, without limitation, t
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Corporations Code - CORP - CORP § 7141
Corporations Code - CORP - CORP § 7141
Subject to Section 7142: (a) No limitation upon the activities, purposes, or powers of the corporation or upon the powers of the members, officers, or directors, or the manner of exercise of such powers, contained in or implied by the articles or by Chapters 15 (commencing with S
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Corporations Code - CORP - CORP § 7142
Corporations Code - CORP - CORP § 7142
(a) Notwithstanding Section 7141, in the case of a corporation holding assets in charitable trust, any of the following may bring an action to enjoin, correct, obtain damages for or to otherwise remedy a breach of the charitable trust: (1) The corporation, or a member in the name
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Corporations Code - CORP - CORP § 7150
Corporations Code - CORP - CORP § 7150
(a) Except as provided in subdivision (c) and Sections 7151, 7220, 7224, 7512, 7613, and 7615, bylaws may be adopted, amended or repealed by the board unless the action would: (1) Materially and adversely affect the rights of members as to voting, dissolution, redemption, or tran
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Corporations Code - CORP - CORP § 7151
Corporations Code - CORP - CORP § 7151
(a) The bylaws shall set forth (unless such provision is contained in the articles, in which case it may only be changed by an amendment of the articles) the number of directors of the corporation, or the method of determining the number of directors of the corporation, or that t
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Corporations Code - CORP - CORP § 7152
Corporations Code - CORP - CORP § 7152
A corporation may provide in its bylaws for delegates having some or all of the authority of members. Where delegates are provided for, the bylaws shall set forth delegates’ terms of office, any reasonable method for delegates’ selection and removal, and any reasonable method for
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Corporations Code - CORP - CORP § 7153
Corporations Code - CORP - CORP § 7153
A corporation may provide in its bylaws for voting by its members or delegates on the basis of chapter or other organizational unit, or by region or other geographic grouping.
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Corporations Code - CORP - CORP § 7160
Corporations Code - CORP - CORP § 7160
Every corporation shall keep at its principal office in this state the original or a copy of its articles and bylaws as amended to date, which shall be open to inspection by the members at all reasonable times during office hours. If the corporation has no office in this state, i