Corp. Code, § 7310 · Article 1. Issuance of Memberships
Corp. Code, § 7310
Text — As published in the Legislative Counsel's database, tables dated October 18, 2026 (pubinfo_2025.zip)
(a) A corporation may admit persons to membership, as provided in its articles or bylaws, or may provide in its articles or bylaws that it shall have no members. In the absence of any provision in its articles or bylaws providing for members, a corporation shall have no members.
(b) In the case of a corporation which has no members:
(1) Any action for which there is no specific provision of this part applicable to a corporation which has no members and which would otherwise require approval by a majority of all members (Section 5033) or approval by the members (Section 5034) shall require only approval of the board, any provision of this part or the articles or bylaws to the contrary notwithstanding.
(2) All rights which would otherwise vest in the members to share in a distribution upon dissolution shall vest in the directors.
(c) Reference in this part to a corporation which has no members includes a corporation in which the directors are the only members.
Notes and commentary — not statutory text
History
Amended by Stats. 1984, Ch. 812, Sec. 6.5.
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=7310.
- Text hash
- sha256 2a43ebeb5b3c3489164103b76f76c9fd355a855ec8cfd2a02ee2967656c2320f
- 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
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