California Corporations Code

§ 12592

CORP § 12592 Effective Jan 1, 2005Div. 3 · Title 1 · Part 2 · Ch. 13 · Art. 2

Statute text

(a)Any provision of the articles or bylaws notwithstanding, every corporation shall furnish annually to its members and directors a statement of any transaction or indemnification of a kind described in subdivision (d) or (e), if any such transaction or indemnification took place. If the corporation issues an annual report to all members, this subdivision shall be satisfied by including the required information in the annual report. A corporation which does not issue an annual report to all members, pursuant to subdivision (c) of Section 12591, shall satisfy this section by mailing or delivering to its members the required statement within 120 days after the close of the corporation’s fiscal year. Unless otherwise provided by the articles or bylaws and if approved by the board of directors, that statement may be sent by electronic transmission by the corporation (Section 20).

(b)Except as provided in subdivision (c), a covered transaction under this section is a transaction in which the corporation, its parent, or its subsidiary was a party, and in which either of the following had a direct or indirect material financial interest:

(1)Any director or officer of the corporation, or its parent or subsidiary.

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Legislative history

Amended by Stats. 2004, Ch. 254, Sec. 43. Effective January 1, 2005.