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Current as of January 01, 2023 | Updated by FindLaw Staff
(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.
Cite this article: FindLaw.com - California Code, Corporations Code - CORP § 7310 - last updated January 01, 2023 | https://codes.findlaw.com/ca/corporations-code/corp-sect-7310/
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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