Transition Provisions - - CA Financial

Section § 31950

This section defines key terms used in the chapter. "Member" is a term referenced from a previous law. An "old corporation" is a corporation set up under older laws. "Old law" refers to a specific set of legal regulations from 1975. These definitions help clarify who or what is being discussed in related legal matters.

In this chapter:

(a) “Member” has the meaning set forth in the old law.

(b) “Old corporation” means a corporation organized under the old law.

(c) “Old law” means Part 6 (commencing with Section 14200), Division 3, Title 1 of the Corporations Code, as added by Chapter 985 of the Statutes of 1975.

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(Added by Stats. 1977, Ch. 1164.)

Section § 31951

This section states that, unless otherwise specified in two other sections, the General Corporation Law applies to older corporations starting from the effective date of this specific division. However, for these older corporations, certain terms have special meanings. The 'effective date' is when this division starts, 'prior law' refers to the laws before this division, and an 'old corporation' is considered as described in a particular section of the Corporations Code.

Except as otherwise provided in Sections 31004 and 31952, the provisions of the General Corporation Law (Division 1 (commencing with Section 100), Title 1 of the Corporations Code) shall, on and after the effective date of this division, apply to each old corporation; provided, however, that, for purposes of the provisions of Chapter 23 (commencing with Section 2300) of the General Corporation Law, with respect to each old corporation:

(a) The term “effective date” shall mean the effective date of this division.

(b) The term “prior law” shall mean the old law.

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(Amended by Stats. 1978, Ch. 965.)

Section § 31952

If a corporation already exists and has members when these rules take effect, the old rules will keep applying to how the corporation and its members interact as long as those particular members stay members.

However, any member can leave by providing written notice at least 10 days before their planned exit date. The exit will be effective on the specified date in the notice.

No new members can join the old corporation after these rules become active.

In case any old corporation has, on the effective date of this division, any members:

(a) The old law shall continue to apply with respect to matters relating to the rights and obligations of such members with respect to such old corporation and to matters relating to the rights and obligations of such old corporation with respect to such members, so long as any of such members continues to be a member of such old corporation; provided, however, that, notwithstanding any provision of the old law to the contrary, any member of an old corporation may withdraw from membership in such old corporation by giving to such old corporation written notice of its intent to withdraw from membership in such old corporation not less than 10 days before the date on which it intends to withdraw from membership in such old corporation, which date shall be specified in such notice, and the withdrawal of such member from membership in such old corporation shall be effective on such date.

(b) No person shall, on or after the effective date of this division, become a member of such old corporation.

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(Added by Stats. 1977, Ch. 1164.)