Corp. Code, § 18610 · Chapter 1. Liability
Corp. Code, § 18610
Text — As published in the Legislative Counsel's database, tables dated October 18, 2026 (pubinfo_2025.zip)
A member of a nonprofit association is not liable for a contractual obligation of the association unless one of the following conditions is satisfied:
(a) The member expressly assumes personal responsibility for the obligation in a signed writing that specifically identifies the obligation assumed.
(b) The member expressly authorizes or ratifies the specific contract, as evidenced by a writing. This subdivision does not apply if the member authorizes or ratifies a contract solely in the member’s capacity as a director, officer, or agent of the association.
(c) With notice of the contract, the member receives a benefit under the contract. Liability under this subdivision is limited to the value of the benefit received.
(d) The member executes the contract without disclosing that the member is acting on behalf of the association.
(e) The member executes the contract without authority to execute the contract.
Notes and commentary — not statutory text
History
Added by Stats. 2004, Ch. 178, Sec. 11. Effective January 1, 2005.
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=18610.
- Text hash
- sha256 e173a31543f2729d9728187056c36988ddbaa6c57748b0adce8bc7630d9e7a67
- 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
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.