§ 100 (a) This division shall be known and may be cited as the General …
§ 101 Unless the provision or the context otherwise requires, the general …
§ 102 (a) Subject to Chapter 23 (commencing with Section 2300) …
§ 103 Every corporation organized under the laws of this state, any other …
§ 104 Unless otherwise expressly provided, whenever reference is made in …
§ 105 A corporation or association may be sued as provided in the Code of …
§ 106 Any corporation heretofore or hereafter formed under this division …
§ 107 No corporation, social purpose corporation, association, or …
§ 108 The fees of the Secretary of State for filing instruments by or on …
§ 109 (a) Any agreement, certificate or other instrument relating to a …
§ 109.5 (a) Provisions of the articles described in paragraph (3) of …
§ 110 (a) Upon receipt of any instrument by the Secretary of State for …
§ 110.5 The Secretary of State may cancel the filing of articles of a …
§ 111 All references in this division to the voting of shares include the …
§ 112 If the articles provide for more or less than one vote for any share …
§ 113 Any reference in this division to mailing means first-class mail, …
§ 114 All references in this division to financial statements, balance …
§ 115 As used in this division, independent accountant means a certified …
§ 116 Nothing contained in this division modifies the provisions of …
§ 117 Any requirement in this division for a vote of each class of …
§ 118 Any reference in this division to the time a notice is given or sent …
§ 149 “Acknowledged” means that an instrument is either:(a) Formally …
§ 150 A corporation is an “affiliate” of, or a corporation is “affiliated” …
§ 151 “Approved by (or approval of) the board” means approved or ratified …
§ 152 “Approved by (or approval of) the outstanding shares” means approved …
§ 153 “Approved by (or approval of) the shareholders” means approved or …
§ 154 “Articles” includes the articles of incorporation, amendments …
§ 155 “Board” means the board of directors of the corporation.
§ 156 “Certificate of determination” means a certificate executed and filed …
§ 156.1 “Certificated security” means a share (Section 184), as defined in …
§ 156.5 “Certificate of Redomestication” is the document by which the …
§ 156.6 All references in this division to “chairperson of the board” shall …
§ 157 “Chapter” refers to a chapter of this Division 1 of Title 1 of the …
§ 158 (a) “Close corporation” means a corporation, including a close …
§ 159 “Common shares” means shares which have no preference over any other …
§ 160 (a) Except as provided in subdivision (b), “control” means the …
§ 161 “Constituent corporation” means a corporation which is merged with or …
§ 161.5 “Constituent limited partnership” means a limited partnership which …
§ 161.7 “Constituent other business entity” means an other business entity …
§ 161.9 “Conversion” means a conversion pursuant to Chapter 11.5 (commencing …
§ 162 “Corporation”, unless otherwise expressly provided, refers only to a …
§ 163 “Corporation subject to the Banking Law” (Division 1.1 (commencing …
§ 163.1 For purposes of subdivision (b) of Section 500 and subdivision (b) of …
§ 164 “Directors” means natural persons designated in the articles as such …
§ 165 “Disappearing corporation” means a constituent corporation which is …
§ 165.5 “Disappearing limited partnership” means a constituent limited …
§ 166 “Distribution to its shareholders” means the transfer of cash or …
§ 167 “Domestic corporation” means a corporation formed under the laws of …
§ 167.3 “Domestic limited liability company” means a limited liability …
§ 167.5 “Domestic limited partnership” means any limited partnership formed …
§ 167.7 “Domestic other business entity” means an other business entity …
§ 167.8 “Disappearing other business entity” means a constituent other …
§ 168 “Equity security” in Sections 181, 1001, 1113, 1200, and 1201 means …
§ 169 “Filed”, unless otherwise expressly provided, means filed in the …
§ 170 “Foreign association” means a business association organized as a …
§ 171 “Foreign corporation” means any corporation other than a domestic …
§ 171.03 “Foreign limited liability company” means a foreign limited liability …
§ 171.05 “Foreign limited partnership” means any limited partnership, …
§ 171.07 “Foreign other business entity” means an other business entity …
§ 171.08 “Social purpose corporation” means any social purpose corporation …
§ 171.1 “Initial transaction statement” means a statement signed by or on …
§ 171.3 “Limited liability company” means a limited liability company as …
§ 171.5 “Limited partnership” means a partnership formed by two or more …
§ 172 “Liquidation price” or “liquidation preference” means amounts payable …
§ 173 “Officers’ certificate” means a certificate signed and verified by …
§ 174 “On the certificate” means that a statement appears on the face of a …
§ 174.5 “Other business entity” means a domestic or foreign limited liability …
§ 175 Except as used in Sections 1001, 1101, and 1113, a “parent” of a …
§ 176 “Preferred shares” means shares other than common shares.
§ 177 “Proper county” means the county where the principal executive office …
§ 178 “Proxy” means a written authorization signed or an electronic …
§ 179 “Proxyholder” means the person or persons to whom a proxy is given.
§ 180 “Redemption price” means the amount or amounts (in cash, property or …
§ 180.5 “Redomestication” means the transfer of an insurer’s place of …
§ 181 “Reorganization” means either:(a) A merger pursuant to Chapter …
§ 182 “Reverse stock split” means the pro rata combination of all the …
§ 183 “Series” of shares means those shares within a class which have the …
§ 183.5 “Share exchange tender offer” means any acquisition by one …
§ 184 “Shares” means the units into which the proprietary interests in a …
§ 185 “Shareholder” means one who is a holder of record of shares.
§ 186 “Shareholders’ agreement” means a written agreement among all of the …
§ 187 “Short-form merger” means a merger pursuant to Section 1110.
§ 188 “Stock split” means the pro rata division, otherwise than by a share …
§ 189 (a) Except as provided in subdivision (b), “subsidiary” of a …
§ 190 “Surviving corporation” means a corporation into which one or more …
§ 190.5 “Surviving limited partnership” means a limited partnership into …
§ 190.7 “Surviving other business entity” means an other business entity into …
§ 191 (a) For the purposes of Chapter 21 (commencing with Section …
§ 191.1 “Uncertificated security” means a share (Section 184), or an …
§ 192 “Vacancy” when used with respect to the board means any authorized …
§ 193 “Verified” means that the statements contained in a certificate or …
§ 194 “Vote” includes authorization by written consent, subject to the …
§ 194.5 “Voting power” means the power to vote for the election of directors …
§ 194.7 “Voting shift” means a change, pursuant to or by operation of a …
§ 195 “Written” or “in writing” includes facsimile, telegraphic, and other …

Terms Used In California Codes > Corporations Code > Title 1 > Division 1 > Chapter 1 - General Provisions and Definitions

  • Affidavit: A written statement of facts confirmed by the oath of the party making it, before a notary or officer having authority to administer oaths.
  • Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
  • Appraisal: A determination of property value.
  • Appropriation: The provision of funds, through an annual appropriations act or a permanent law, for federal agencies to make payments out of the Treasury for specified purposes. The formal federal spending process consists of two sequential steps: authorization
  • assessed value: means 25 percent of full value to, and including, the 1980-81 fiscal year, and 100 percent of full value for the 1981-82 fiscal year and fiscal years thereafter. See California Government Code 25
  • Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
  • Attachment: A procedure by which a person's property is seized to pay judgments levied by the court.
  • award: as used in this chapter , may include, but is not limited to, contracts, grants, interagency agreements, loans, and other financial agreements designed to fund public interest research, demonstration, and development projects or programs. See California Public Resources Code 25620.1
  • Bankruptcy: Refers to statutes and judicial proceedings involving persons or businesses that cannot pay their debts and seek the assistance of the court in getting a fresh start. Under the protection of the bankruptcy court, debtors may discharge their debts, perhaps by paying a portion of each debt. Bankruptcy judges preside over these proceedings.
  • Beneficiary: A person who is entitled to receive the benefits or proceeds of a will, trust, insurance policy, retirement plan, annuity, or other contract. Source: OCC
  • Board: means the state board, department, or agency authorized by that act to request the committee to cause bonds to be issued for the purpose of creating a fund that is to be expended by the board for the purposes specified in that act. See California Government Code 16722
  • Bond: means a state general obligation bond issued pursuant to an act adopting the provisions of this chapter. See California Government Code 16722
  • Bond act: means the act authorizing the issuance of state general obligation bonds and adopting this chapter by reference. See California Government Code 16722
  • City: includes "city and county" and "incorporated town" but does not include "unincorporated town" or "village. See California Government Code 20
  • Clerk: means the clerk of the supervising authority. See California Government Code 58004
  • Committee: means the finance committee or other body created by that act and authorized to cause bonds to be issued by the adoption of a resolution or resolutions. See California Government Code 16722
  • Continuance: Putting off of a hearing ot trial until a later time.
  • County: includes city and county. See California Government Code 19
  • County: includes "city and county. See California Corporations Code 14
  • County: includes "city and county. See California Public Resources Code 14
  • Decedent: A deceased person.
  • Deed: The legal instrument used to transfer title in real property from one person to another.
  • Defensible space: means the area adjacent to a structure or dwelling where wildfire prevention or protection practices are implemented to provide defense from an approaching wildfire or to minimize the spread of a structure fire to wildlands or surrounding areas. See California Government Code 51177
  • department: whenever used in this code , unless the context otherwise requires, means the State Department of Education. See California Education Code 89
  • Dependent: A person dependent for support upon another.
  • Director: means the Director of Forestry and Fire Protection. See California Government Code 51177
  • District: means a tax or assessment district. See California Government Code 58004
  • Donor: The person who makes a gift.
  • economic opportunity: means any of the following:

    California Government Code 52200.2

  • eligible bank: means a state or national bank located in this state, selected by the Treasurer for the safekeeping of money belonging to or in the custody of the state, that has received an overall rating of not less than "satisfactory" in its most recent evaluation by the appropriate federal financial supervisory agency of the bank's record of meeting the credit needs of the state's communities, including low- and moderate-income neighborhoods, pursuant to Section 2906 of Title 12 of the United States Code. See California Government Code 16500
  • Eligible savings and loan association: means a state or federal savings association, as defined in Section 5102 of the Financial Code, located in this state, insured by the Federal Savings and Loan Insurance Corporation, and selected by the Treasurer for the safekeeping of money belonging to or in the custody of the state. See California Government Code 16600
  • Equitable: Pertaining to civil suits in "equity" rather than in "law." In English legal history, the courts of "law" could order the payment of damages and could afford no other remedy. See damages. A separate court of "equity" could order someone to do something or to cease to do something. See, e.g., injunction. In American jurisprudence, the federal courts have both legal and equitable power, but the distinction is still an important one. For example, a trial by jury is normally available in "law" cases but not in "equity" cases. Source: U.S. Courts
  • Escrow: Money given to a third party to be held for payment until certain conditions are met.
  • executed: when used with respect to the documents filed pursuant to this code or pursuant to regulations adopted under this code, and presented to the Secretary of State, include a document bearing a signature under subdivision (a). See California Corporations Code 17.1
  • Executor: A male person named in a will to carry out the decedent
  • Fair market value: The price at which an asset would change hands in a transaction between a willing, informed buyer and a willing, informed seller.
  • Federal Reserve System: The central bank of the United States. The Fed, as it is commonly called, regulates the U.S. monetary and financial system. The Federal Reserve System is composed of a central governmental agency in Washington, D.C. (the Board of Governors) and twelve regional Federal Reserve Banks in major cities throughout the United States. Source: OCC
  • Fiduciary: A trustee, executor, or administrator.
  • fiscal agent: means any state fiscal agent selected and acting pursuant to Chapter 2 (commencing with Section 16670). See California Government Code 16650
  • Foreclosure: A legal process in which property that is collateral or security for a loan may be sold to help repay the loan when the loan is in default. Source: OCC
  • Fuel: means any combustible material, including petroleum-based products and wildland fuels. See California Government Code 51177
  • Fund: means the fund created by that act, and into which the proceeds from the sale of the bonds are paid. See California Government Code 16722
  • Gift: A voluntary transfer or conveyance of property without consideration, or for less than full and adequate consideration based on fair market value.
  • Grant of an open-space easement: means a grant by an instrument whereby the owner relinquishes to the public, either in perpetuity or for a term of years, the right to construct improvements upon the land except as may be expressly reserved in the instrument and which contains a covenant with the city or county, running with the land, either in perpetuity or for a term of years, not to construct or permit the construction of any improvements, except as that right is expressly reserved in the instrument and except for public service facilities installed for the benefit of the land subject to any covenant or public service facilities installed pursuant to an authorization by the governing body of the city or county or the Public Utilities Commission. See California Government Code 51051
  • Guarantor: A party who agrees to be responsible for the payment of another party's debts should that party default. Source: OCC
  • Inter vivos: Transfer of property from one living person to another living person.
  • Interest rate: The amount paid by a borrower to a lender in exchange for the use of the lender's money for a certain period of time. Interest is paid on loans or on debt instruments, such as notes or bonds, either at regular intervals or as part of a lump sum payment when the issue matures. Source: OCC
  • Joint committee: Committees including membership from both houses of teh legislature. Joint committees are usually established with narrow jurisdictions and normally lack authority to report legislation.
  • Lease: A contract transferring the use of property or occupancy of land, space, structures, or equipment in consideration of a payment (e.g., rent). Source: OCC
  • Legislative body: as used in this division , means board of supervisors in the case of a county or city and county, and city council or board of trustees in the case of a city, unless the context otherwise requires. See California Government Code 50002
  • Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
  • Lien: A claim against real or personal property in satisfaction of a debt.
  • Local agency: as used in this division means county, city, or city and county, unless the context otherwise requires. See California Government Code 50001
  • Local agency: means a city, county, city and county, or district responsible for fire protection within a very high fire hazard severity zone. See California Government Code 51177
  • Mortgage: The written agreement pledging property to a creditor as collateral for a loan.
  • National Bank: A bank that is subject to the supervision of the Comptroller of the Currency. The Office of the Comptroller of the Currency is a bureau of the U.S. Treasury Department. A national bank can be recognized because it must have "national" or "national association" in its name. Source: OCC
  • National Credit Union Administration: The federal regulatory agency that charters and supervises federal credit unions. (NCUA also administers the National Credit Union Share Insurance Fund, which insures the deposits of federal credit unions.) Source: OCC
  • Owner: means any lessee or trustee, if the expiration of the lease or trust occurs at a time later than the expiration of the easement or any extension thereof. See California Government Code 51051
  • Owner: includes joint owner, co-owner, guardian, executor, administrator, or other person holding property in trust under court appointment. See California Government Code 58004
  • Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
  • Person: includes any person, firm, association, organization, partnership, limited liability company, business trust, corporation, or company. See California Government Code 17
  • Person: includes a corporation as well as a natural person. See California Corporations Code 18
  • Personal property: All property that is not real property.
  • President pro tempore: A constitutionally recognized officer of the Senate who presides over the chamber in the absence of the Vice President. The President Pro Tempore (or, "president for a time") is elected by the Senate and is, by custom, the Senator of the majority party with the longest record of continuous service.
  • Presiding officer: A majority-party Senator who presides over the Senate and is charged with maintaining order and decorum, recognizing Members to speak, and interpreting the Senate's rules, practices and precedents.
  • Principal act: means the law providing for the creation of a particular district or type of district. See California Government Code 58004
  • Process: includes a writ or summons issued in the course of judicial proceedings of either a civil or criminal nature. See California Government Code 22
  • Project: means the work, improvement, or acquisition, or any combination thereof undertaken by a district. See California Government Code 58004
  • qualified trust company: means the trust department of any State or National bank in this State or a trust company authorized to act as such in this State. See California Government Code 16550
  • qualified trust company: means the trust department of any state or national bank in this state or a trust company authorized to act as such in this state. See California Government Code 16625
  • Quorum: The number of legislators that must be present to do business.
  • Requisite number of petitioners: means the number of qualified petitioners prescribed by the principal act. See California Government Code 58004
  • Rescission: The cancellation of budget authority previously provided by Congress. The Impoundment Control Act of 1974 specifies that the President may propose to Congress that funds be rescinded. If both Houses have not approved a rescission proposal (by passing legislation) within 45 days of continuous session, any funds being withheld must be made available for obligation.
  • Service of process: The service of writs or summonses to the appropriate party.
  • Signature: includes mark when the signer cannot write, such signer's name being written near the mark by a witness who writes his own name near the signer's name. See California Corporations Code 17
  • Solar device: means the equipment associated with the collection, transfer, distribution, storage, and control of solar energy. See California Public Resources Code 25600
  • State: means the State of California, unless applied to the different parts of the United States. See California Government Code 18
  • State: means the State of California, unless applied to the different parts of the United States. See California Education Code 77
  • state agency: includes every state office, officer, department, division, bureau, board, and commission. See California Government Code 11000
  • Subdivision: means a subdivision of the section in which the term occurs unless some other section is expressly mentioned. See California Government Code 10
  • Subdivision: means a subdivision of the section in which the term appears unless some other section is expressly mentioned. See California Corporations Code 10
  • Supervising authority: means the board of supervisors of the county in which is situated all or most of the land in a district, or body authorized by law to initiate or hear proceedings for the creation of a district. See California Government Code 58004
  • Tender: means a term of a bond that gives the holder the right to have the bond purchased from the holder at a predetermined price prior to maturity. See California Government Code 16722
  • Town: includes "unincorporated town" and "village. See California Government Code 21
  • Trustee: A person or institution holding and administering property in trust.
  • Variable Rate: Having a "variable" rate means that the APR changes from time to time based on fluctuations in an external rate, normally the Prime Rate. This external rate is known as the "index." If the index changes, the variable rate normally changes. Also see Fixed Rate.
  • Vegetation: means all plants, including trees, shrubs, grass, and perennial or annual plants. See California Government Code 51177
  • Very high fire hazard severity zone: means an area designated by the director pursuant to Section 51178 that is not a state responsibility area. See California Government Code 51177
  • Wildfire: means an unplanned, unwanted wildland fire, including unauthorized human-caused fires, escaped wildland fire use events, escaped prescribed fire projects, and all other wildland fires where the objective is to extinguish the fire. See California Government Code 51177
  • Writ: A formal written command, issued from the court, requiring the performance of a specific act.