Why It Is Impossible To File Articles Of Incorporation And A Statement Of Information Simultaneously And A World Without Chevron

A California corporation begins existence upon the filing of its articles of incorporation. Cal. Corp. Code § 200(c). The filing of initial articles of incorporation starts a 90 day clock on the filing of the newly hatched corporation's initial...

How Does One Serve A Dissolved Corporation?

The California General Corporation Law provides that a California corporation that is dissolved continues to exist for the purpose of, among other things, defending actions against it. Cal. Corp. Code § 2010(a). This, of course, begs the question of...

Form Unknown? There's A Statute For That

The California Code of Civil Procedure sets forth the general rules governing the service of summons. Cal. Code Civ. Proc. §§ 415.10 - 415.95. Chapter 17 of the General Corporation Law adds to these provisions. In some cases, the form of the...

Don't Lose Sight Of these Cryptic Articles

The California Secretary of State's online Business Search is easy to use and provides quick access to key corporate documents.  According to the Secretary of State, Business Search provides freeaccess to PDF copies over 17 million business entity...

Do These 2022 Legislative Changes Require A Bylaw Refresh?

During the 2021-2022 legislative session, the California Secretary of State sponsored legislation, 2022 Cal. Stats. ch. 617, making numerous changes to the Corporations Code in anticipation of the implementation of its California Business Connect...

How Many Offices Must A California LLC Have?

The California Revised Uniform Limited Liability Company Act contemplates requires that a California LLC have at least two types of offices - a principal office and a designated office. 

This Amendment To An LLC's Articles Of Organization Is Strictly Verboten!

The California Revised Uniform Limited Liability Company Act requires that the articles of organization include several prescribed statements, including the street address of the limited liability company's initial principal office. Cal. Corp. Code...

What Can Be Done If You Believe That You Were Improperly Appointed An Officer Or Director

On occasion, someone might perceive that they have been improperly  appointed as a director or officer of a corporation.  If this unfortunate circumstance occur, is there any mechanism for publicly disclaiming the appointment?  

Can Your Corporation's Or LLC's Name Be An Emoji?

The word "emoji" is the romanization of two Japanese words (絵 and 文字) that together mean picture character.   Emojis essentially marry an ancient form of writing, pictography, to a modern technology, smart phones.  

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