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Current as of January 01, 2023 | Updated by FindLaw Staff
(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 on a disposition of all or substantially all of the assets of a corporation or on a merger or on a dissolution unless the provision granting such right to vote is only effective as a result of paragraph (2) of subdivision (a) of Section 7132. “Member” also means any person who is designated in the articles or bylaws as a member and, pursuant to a specific provision of a corporation's articles or bylaws, has the right to vote on changes to the articles or bylaws.
(b) The articles or bylaws may confer some or all of the rights of a member, set forth in this part and in Parts 2 through 5 of this division, 1 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.
Cite this article: FindLaw.com - California Code, Corporations Code - CORP § 5056 - last updated January 01, 2023 | https://codes.findlaw.com/ca/corporations-code/corp-sect-5056.html
FindLaw Codes may not reflect the most recent version of the law in your jurisdiction. Please verify the status of the code you are researching with the state legislature or via Westlaw before relying on it for your legal needs.
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