網頁圖片
PDF
ePub 版

Subscriber.

Number of Shares.

Amount.

(Here insert names of subscribers, number of shares subscribed for, and amount of each subscription.)

In witness whereof, we have hereunto set our hands and seals, this........day of......

191..

[ocr errors]
[blocks in formation]

and for said county, residing therein, duly commissioned and sworn, personally appeared

and

personally

known to me to be the persons whose names are subscribed to the within instrument, and they each duly acknowledged to me that they executed the same.

In witness whereof, I have hereunto set my hand and affixed my official seal, at my office in the County of State of California, the day and year in

this certificate first above written.

Notary Public in and for the County
of...
State of California.

Commission expires...

191..

Section 751.-NUMBER OF SIGNERS.-The Articles of Incorporation must be signed by at least three persons, a majority of whom must be residents of California, and each of whom must make an acknowledgment before a Notary or other officer authorized to take acknowledgments.

If there are more than three Directors, all must sign and acknowledge the Articles of Incorporation.

Civil Code, Section 292; Statutes of 1905, page 502.
Act of the Legislature, approved April 26, 1911.

Section 752.-FILING OF ARTICLES OF INCORPORATION.-The Articles of Incorporation, when prepared and signed and acknowledged, must be filed in the office of the County Clerk of the county in which the principal place of business is located; and a copy, certified by the County Clerk, must be filed in the office of the Secretary of State at Sacramento.

Section 753.-CERTIFICATE OF SECRETARY OF STATE. Upon receiving and filing in his office the certified copy of the Articles of Incorporation filed with the County Clerk, the Secretary of State issues to the corporation, over the great seal of the State of California, a certificate that a copy of the Articles containing the required statement of facts has been filed in his office; and from the time when this certificate is issued the persons signing the Articles of Incorporation, and their associates and successors, become and are created a corporation, under the name chosen by them.

Civil Code, Section 296.

MUST

Section 754.-NAME OF CORPORATION BE NEW. The name selected by the incorporators must be new; that is, it must not have the same name as any other corporation before organized in this State; nor can the name selected so closely resemble the name of any other existing corporation that it will tend to deceive; and if Articles of Incorporation are sent to the Secretary of State which contain the same name as an existing corporation, or a name so closely resembling it as tends to deceive the public, it will be his duty under the law to refuse to file the Articles or issue his certificate.

Statutes of 1901, page 629.

Section 755.-COST OF INCORPORATING.-The fees for forming a corporation, to be paid the Secretary of State, are as follows: (1) For filing Articles of Incorporation, if the capital stock amounts to twenty-five thousand dollars or less, fifteen dollars; if the capital stock amounts to over twenty-five thousand dollars, and not over seventy-five thousand dollars, twenty-five dollars; if the capital stock amounts to over seventy-five thousand dollars, and not over two hundred thousand dollars, fifty dollars; if the capital stock amounts to over two hundred thousand dollars, and not over five hundred thousand dollars, seventy-five dollars; if the capital stock is over five hundred thousand dollars, and not over one million dollars, one hundred dollars; if the capital stock is over one million dollars, fifty dollars additional for every five hundred thousand dollars or fraction thereof of capital stock over and above one million dollars. (2) For filing Articles of Incorporation without capital stock, except co-operative associations, five dollars. (3) For filing Articles of Incorporation of co-operative associations, fifteen dollars. (4) For recording Articles of Incorporation, twenty cents per folio. (5) For issuing certificate of incorporation, three dollars.

Political Code, Section 409.

Section 756.- LIMIT OF CORPORATE EXISTENCE. A corporation, being a creature of the law, can only continue for the length of time which the law prescribes. The law of California provides that the limit of time for which a corporation can be formed in this State is fifty years. The Articles of Incorporation may fix a period of existence less than fifty years, but cannot provide for a longer period.

Civil Code, Section 296.

Section 757.-EXTENDING CORPORATE EXISTENCE. Every corporation formed for a period less than fifty years may, at any time prior to the expiration of the term of its corporate existence, extend such term to a

« 上一頁繼續 »