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If you want to amend your California articles of incorporation, you must file a Certificate of Amendment of Articles of Incorporation form with the California Secretary of State (SOS) by mail or in person. Checks should be payable to the Secretary of State.
(a) After any shares have been issued, amendments may be adopted if approved by the board and approved by the outstanding shares (Section 152), either before or after the approval by the board.
One of the most valuable rights for shareholders is the right to access information about the corporation. In particular, shareholders of California corporations have rights to inspect two different sets of records: (I) record of shareholders; and (II) accounting books, records, and minuts of proceedings.
(a) Any member may authorize another person or persons to act by proxy with respect to such membership except that this right may be limited or withdrawn by the articles or bylaws, subject to subdivision (f).
Upon the declaration of any dividend on fully paid shares, the corporation shall declare a dividend upon partly paid shares of the same class, but only upon the basis of the percentage of the consideration actually paid thereon.
Liabilities otherwise provided for are excluded from the Section 501 test.California Corporations Code Section 500 currently allows a corporation to make a distribution of cash or property to its shareholders only if:the amount of the corporation's retained earnings prior to the distribution equals or exceeds the ...
Current through the 2023 Legislative Session. "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.
(a) If an agent for the purpose of service of process has resigned and has not been replaced or if the agent designated cannot with reasonable diligence be found at the address designated for personally delivering the process, or if no agent has been designated, and it is shown by affidavit to the satisfaction of the ...