Corp. Code, § 12238 · Article 2. General Provisions and Definitions
Corp. Code, § 12238
Text — As published in the Legislative Counsel's database, tables dated October 18, 2026 (pubinfo_2025.zip)
(a) “Member” means any person who, pursuant to a specific provision of a corporation’s articles or bylaws, has the right to vote for the election of a director or directors, or possesses proprietary interests in the corporation.
(b) The articles or bylaws may confer some or all of the rights of a member, set forth in this part, upon any person or persons who do not have any of the voting rights referred to in subdivision (a).
(c) Where a member of a corporation is not a natural person, such member may authorize in writing one or more natural persons to vote on its behalf on any or all matters which may require a vote of the members.
(d) A person is not a member by virtue of any of the following:
(1) Any rights such person has as a delegate.
(2) Any rights such person has to designate or select a director or directors.
(3) Any rights such person has as a director.
(e) “Worker-member” means a member of a worker cooperative who is a natural person and also a patron of a worker cooperative.
(f) “Community investor” means a person who is not a worker-member and who holds a share or other proprietary interest in a worker cooperative.
(g) “Worker” means a natural person contributing labor or services to a worker cooperative. “Candidate” means a worker who is being considered for membership in a worker cooperative, as defined in the corporation’s articles or bylaws.
Notes and commentary — not statutory text
History
Amended by Stats. 2015, Ch. 192, Sec. 7. (AB 816) Effective January 1, 2016.
Source of truth
- Edition
- As published in the Legislative Counsel's database, tables dated October 18, 2026 (pubinfo_2025.zip)
- Official file
- https://leginfo.legislature.ca.gov/faces/codes_displaySection.xhtml?lawCode=CORP§ionNum=12238.
- Text hash
- sha256 aa5435f8dc1371a42a09596042c12ef0360179060262db40174f9b907b89e4aa
- Composed by
- compose_ca.py 2026-10-22: the Legislative Counsel's CAML content files read by a tokenizer (caml_readers.reader_a); an independent xml.etree reading (caml_readers.reader_b) agrees on every section
Cited by 2 provisions
Provisions in this library whose text cites Corp. Code, § 12238. Each shows the citation as that text prints it.
Procedural information only. Not legal advice and not a substitute for the advice of an attorney. Confirm the current text with the official publisher before relying on it.