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purposes of the organizations, in which case said land shall be subject to all laws regulating the preservation of forests. 1905–18.
596. In addition to that provided for in the preceding section, friendly societies and pioneer associations may hold such real estate as may be necessary to carry out their charitable purposes, or for the establishment and endowment of institutions of learning connected therewith. In case any such corporation is the owner, by donation or purchase, of more lands than herein or in preceding section provided for, such surplus must be sold and conveyed by the corporation within five years after its acquisition. Such sale may be made without the order or decree of the superior court as hereinafter provided. 1880—6.
597. The directors must annually make a full report of all property, real and personal, held in trust for their corporation by them, and of the condition thereof, to the members of the association for which they are acting.
598. Before selling, mortgaging, aliening, encumbering or granting its real property, or any part thereof, except a burial plot situated in grounds dedicated to burial purposes, a corporation organized under this title must first make it appear that the same is for its interest to the satisfaction of the superior court of the county wherein said real property is situated. To this end said corporation shall file with the clerk of said court a verified petition, describing the property affected, showing that the selling, mortgaging, aliening, encumbering, or granting of said property is for its interest, and praying that leave therefor be granted. Thereupon the court shall make an order reciting that said leave has been prayed for, describing the property affected, and fixing a time and place for the hearing of the petition. Thereafter copies of said order shall be kept posted conspicuously for a period of ten days at the following places: (1) on the real property affected; (2) at the place where the court is held; (3) at any other public place in said county where the said court shall direct. At the time set for the hearing the court must require proof that said notice has been faithfully given; and any member may appear and oppose or support the granting of the leave. If satisfied that it is for the interest of said corporation, said court shall thereupon grant said leave, and may authorize the said corporation to sell and convey its said property and to incur indebtedness and secure the same by deed of trust or mortgage upon its said real property; provided, however, that any such corporation shall have the power by resolution, entered upon the minutes of such corporation, to grant easements to municipal or oth public corporations for public street, alley or highway purposes and rights of way for publicly owned utilities and public uses, upon the approval of the superior court of the county wherein the real property of such corporation is situated, obtained in the same manner as herein provided for the selling, mortgaging, aliening or encumbering of its said property. 1913--565.
599. Corporations now organized or that may hereafter be organized for purposes other than profit, may, either in their by-laws, ordinances, constitutions, or articles of incorporation, provide for:
(1) The qualification of members, mode of election or appointment, and terms of admission to membership;
(2) The fees. of admission and dues to be paid to their treasurer by members;
(3) The number of persons that shall constitute a quorum at any meeting of the members of the corporation, and the number of direc
tors who shall constitute a quorum at any meeting of the board of directors, and the election of directors or other officers of the corporatian by a meeting of the members of the corporation so constituted, or by a meeting of the board of directors so constituted, and the appointment or selection of directors, or other officers, in any manner; and if any corporation now organized, or that may hereafter be organized, for purposes other than profit, does in its by-laws, ordinances, constitutions or articles of incorporation, provide for an election of directors or other officers of the corporation by a meeting of the members of the corporation so constituted, or by a meeting of the board of directors so constituted, or for the appointment or selection of directors or other officers, in any mann
en such election or appointment or selection shall be as valid as if made at an election at which a majority of the members of the corporation were present and voted;
(4) The manner of voting by the members of the corporation, which may be by ballot in the manner provided for by section three hundred twenty-one b of this code, or in any other manner provided for by the by-laws, ordinances, constitutions, or articles of incorporation of any corporation now organized, or that may hereafter be organized, for purposes other than profit;
(5) The expulsion and suspension of members for misconduct or nonpayment of dues, also for restoration to membership:
(6) A special method of organizing the board of directors and a special method of increasing or diminishing the number of directors within the limits as to number prescribed by section five hundred ninety-three of this code;
(7) Contracting, securing and limiting the amount of their indebtedness;
(8) That the rules, regulations or discipline, for the time being, of any society, religious denomination, church, or other corporation, now organized or which may hereafter be organized for purposes other than profit, shall always be a part of their by-laws, ordinances, constitutions or articles of incorporation;
(9) Other regulations not repugnant to the constitution or laws of the state and consonant with the objects of the corporation. 1915—302.
600. Members admitted after incorporation have all the rights and privileges, and are subject to the same responsibilities, as members of the association prior thereto.
601. No member, or his legal representative, must dispose of or transfer any right or privilege conferred on him hy reason of his membership of such corporation, or be deprived thereof, except as herein provided.
602. Whenever the rules, regulations, or discipline of anv religious denomination, society, or church so require, for the administration of the temporalities thereof. and the manag
state and property thereof, it shall be lawful for the bishop, chief priest, president, district superintendent or other presiding officer of such religious denomination, society, or church to become a sole corporation, in the manner prescribed in this title, as nearly as may he. and with all the powers and duties, and for the uses and purposes in this title provided for religious incorporations, and subiect to all the conditions, limitations, and provisions in said title prescribed. Every corporation sole shall, however, for the purpose of the trust, have power to contract in the same manner and to the same extent as a natural person, and may sue and be sued, and may defend, in
nagement of the
all courts and places, in all matters and proceedings whatever, and shall have authority to borrow money, and give promissory notes therefor, and to secure the payment thereof by mortgage or other lien upon property, real or personal; to buy, sell, lease, mortgage, and in every way deal in real and personal property in the same manner that a natural person may, and without the order of any court; to receive bequests and devises for its own use or upon trusts to the same extent as natural persons may; and to appoint attorneys in fact. The articles of incorporation to be filed shall set forth the facts authorizing such incorporation, and declare the manner in which any vacancy occurring in the incumbency of such bishop, chief priest, president, district superintendent or other presiding officer is required by the rules, regulations, or discipline of such denomination, society, or church to be filled, which statement shall be verified by affidavit, and for proof of the appointment or election of such bishop, chief priest, president, district superintendent or other presiding officer, or of any succeeding incumbent of such corporation, it shall be sufficient to record with the clerk of the county in which such bishop, chief priest, president, district superintendent or other presiding officer resides, the original or a copy of his com
ission. or certificate. or letters of election or appointment. duly attested; provided, all property held by such bishop, chief priest, president, district superintendent or other presiding officer shall be in trust for the use, purpose, and behoof of his religious denomination, society, or church. The limitation in section five hundred and ninety-five shall not apply to corporations formed under this section, when the land is held or used for churches, hospitals, schools, colleges, orphan asylums, parsonages, or cemetery purposes. Any judge of the superior court in the county in which any corporation is formed under this chapter shall at all times have access to the books of such corporation. Any corporation sole heretofore organized and existing under the laws of this state may elect to continue its existence under this title by filing a certificate to that effect, under its corporate seal and the hand of its incumbent, or amended articles of incorporation, in the form required by this title, and as prescribed by section two hundred and eighty-seven of this code; and from and after the filing of such certificate or amended articles, such corporations shall be entitled to the privileges and subject to the duties, liabilities, and provisions in this title expressed. 1923.
602a. Every corporation sole shall have continued succession and continuous existence during the term for which it is organized to exist, notwithstanding vacancies in the incumbency thereof, and during the period of any such vacancy such corporation sole shall have the same capacity and right to receive and take any gift, bequest, devise or conveyance of property, either as grantee for its own use, or as trustee, and to be or be made the beneficiary of a trust, as though there were no vacancy. No agency created by a corporation sole, by a written instrument which in express terms provides that the agency thereby created shall not be terminated by a vacancy in the incumbency of such corporation, shall be terminated or affected by the death of the incumbent of such corporation or by a vacancy in the incumbency thereof, however caused. 1907–836.
“: 602b. The bishop, chief priest, presiding elder, or other incumbent of any corporation sole, incorporated under the laws of this state, may at any time amend the articles of incorporation of said corporation sole by changing the name of said corporation sole or the term of its existence or its territorial jurisdiction or the manner of filling any vacancy in the incumbency thereof, or by providing for any mode of administering the temporalities and property of said corporation sole during any vacancy in the incumbency thereof, or during the absence or disability of the incumbent, and may by amended articles of incorporation make provision for any act or thing for which provision is authorized in original articles of incorporation of corporations sole by any law of this state. In any amended articles of incorporation so filed, it shall be competent to ratify or confirm any change made prior to the enactment of this section in respect of any matter which it is herein provided may be the subject matter of amendment of articles of incorporation of a corporation sole.
Amended article of incorporation of a corporation sole shall be subscribed and verified by the affidavit of the incumbent of said corporation sole, and shall be filed in the office of the clerk of the county in which said incumbent resides. 1921–116.
603. Any religious association or body of this state, composed of constituent churches, parishes, congregations, societies or missions which have a common convention, synod, council, assembly or conference, may incorporate under the provisions of this title. The articles of incorporation shall set forth the proceedings authorizing the incorporation of such association, the time and place at which they were had, the manner in which, and the terms for which, the directors or trustees named in the articles of incorporation were chosen, and that said proceedings were in accordance with the constitution, bylaws, discipline, canons, rules and regulations of such association. The articles of incorporation need be subscribed and acknowledged only by the presiding officer, and clerk, scribe, or secretary of such association; but they must make affidavit, which shall be appended to the articles, that they subscribed and acknowledged the articles of authority of such association, and that the statements therein contained are true to the best of their knowledge, information and belief. 1911—1435.
604. Any corporation organized under section 603, or under section 603 or section 604 as they existed before this amendment, must maintain its head office at the place where, as set forth in its articles of incorporation, its principal business is to be transacted; but may provide in its by-laws that the annual meeting and annual election shall be held at such other place as may from time to time be designated by the directors or trustees. Any such corporation may hold and administer not only the common property, funds, and money of such corporation, but also the property, funds, and money of any constituent church, parish, congregation, society, or mission; and in so far as the land held by any such corporation is held or used for church, hospital, school, college, asylum, parsonage, or cemetery purposes, the limitation declared in section 595 shall not apply. 1911—1435.
604a. For the administration of the temporalities, and for the management of the property and estate of any church
any church. diocese, synod. or district or other organization of such church, or for the administration of the temporalities, and for the management of the property and estate of any religious society or order. community, or other organization of said religious society or order, any church, diocese, synod or other organization of such church, or any community or other council, or other organization of any such religious society or order, or of any community or other organization of such religious society or order, may elect directors and become an incorporation in the manner prescribed in this title, and with all the powers and duties and for the uses and purposes in this title provided for benevolent or religious incorporations, and subject to all the limitations and provisions in said title prescribed, except as otherwise provided in
this section; provided, that directors of any such incorporation may be elected and by-laws for its government may be made and amended in accordance with the constitution, by-laws, discipline, rules and regulations of such church, diocese, synod, or district or other organization of such church, or in accordance with the costitution, by-laws, discipline, rules and regulations of such religious society or order, or of any community, or other organization of such religious society or order, at any meeting; and provided, the certificate of incorporation and of the election of directors to be filed shall be sufficiently attested by the signatures of the presiding officer, president, or other head, and acting secretary of such church, diocese, synod, or other organization of such church, or of the community or other council or other organization of such society or order, and that the limitations of section five hundred ninety-five shall not apply to such corporations heretofore organized or formed, or hereafter organized under this section when land is held or used for churches, hospitals, schools, colleges, asylums, or parsonages. Every such corporation heretofore organized or formed or hereafter organized pursuant to the provisions of this section shall have power to contract in the same manner and to the same extent as a natural person, and may sue and be sued, and may defend in all courts and places in all matters and proceedings whatsoever and shall have authority to borrow money, give promissory notes therefor, and secure the payment thereof by mortgage, or other lien upon property real or personal, and may buy, sell, lease, mortgage and deal in real and personal property in the same manner that a natural person may, subject, however, to the provisions of section five hundred ninety-eight of this code; and may receive bequests and devises for its own use, or upon trusts, to the same extent as a natural person, subject, however, to the provisions of section one thousand three hundred thirteen of the Civil Code of the State of California and may appoint attorneys in fact. 1917–784.
605. Any corporation now or hereafter organized for purposes other than profit may consolidate with any other like association or associations, or corporation or corporations, created either under the laws of the State of California, or under the laws of any other state or territory, so as to form a new or consolidated corporation, in such manner as may be authorized by the respective boards of directors or trustees of such associations or corporations by resolution adopted at meetings of the respective boards called for that purpose. The resolution to be adopted by each of the respective boards shall state the names of all the corporations or associations to be united by the consolidation, the name of the state or territory under the laws of which they are created or organized, and the dates of their respective incorporation, the name by which the new or consolidated corporation is to be called or known, the purposes for which it is to be formed, the place where its principal business is to be transacted, the term for which it is to exist, the number of its directors or trustees, and the names and residences of those who are appointed to act as such for the first year, and shall designate three or more persons by whom articles of incorporation of the new or consolidated corporation shall be subscribed and filed in compliance with this section. Articles of incorporation of the new or consolidated corporation shall be subscribed and acknowledged by the persons so designated as last aforesaid in the manner required by section two hundred ninety-two of this code. Said articles shall contain and set forth all the matters required by section two hundred ninety of this code, and in addition thereto there shall be attached to said articles copies of the aforesaid resolution of the several associations or corporations uniting in the consolidation, certified by the respective secretaries of such associations or corporations under the corporate seal thereof; and the said articles of incorporation shall in the body thereof refer to the said