California Corporations Code

§ 603

CORP § 603 Effective Jan 1, 2014Div. 1 · Title 1 · Ch. 6

Statute text

(a)Unless otherwise provided in the articles, any action that may be taken at any annual or special meeting of shareholders may be taken without a meeting and without prior notice, if a consent in writing, as specified in Section 195, setting forth the action so taken, shall be provided by the holders of outstanding shares having not less than the minimum number of votes that would be necessary to authorize or take that action at a meeting at which all shares entitled to vote thereon were present and voted.

(b)Unless the consents of all shareholders entitled to vote have been solicited in writing, both of the following shall apply:

(1)Notice of any shareholder approval pursuant to Section 310, 317, 1152, 1201 (except for a reorganization as to which shareholders have the right, pursuant to Chapter 13 (commencing with Section 1300) to demand payment of cash for their shares), or 2007 without a meeting by less than unanimous written consent shall be given at least 10 days before the consummation of the action authorized by that approval. Notice shall be given as provided in subdivision (b) of Section 601.

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Legislative history

Amended by Stats. 2013, Ch. 109, Sec. 1. (AB 457) Effective January 1, 2014.