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Plowing Through The Ambiguities Of California’s Record Date Statute

Corporations Code Section 603(a) provides the basic authority for shareholders of California corporations to take action by written consent (unless the articles provide otherwise).  Section 701 establishes the rules for determining the record date for corporate actions involving shareholders, including shareholder action by written consent.  Although the mechanics of establishing a record date may seem so mundane as to…

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Voting By Trustees

Often shares are held in the name of multiple trustees.  For example, a corporation may issue shares to “Jane & John Doe, Trustees under the Doe Family Trust”.  What if only Jane signs an action by written consent? Section 15620 of the California Probate Code provides as follows: Unless otherwise provided in the trust instrument,…

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