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HomeCorporations CodeCh. 20§ 12691 Corporate Law Application Dates

§ 12691 Corporate Law Application Dates

Corporations Code·California
AI Summary·Official Text·Key Terms·Related Statutes·References
AI SummaryVerified

§ 12691 Corporate Law Application Dates

This law says that a new set of rules only applies to companies that were created on or after Jan 1, 1984, and only to things those companies do after that date.

Key Takeaways

  • •The new rules only cover companies created on or after Jan 1 1984, or companies that are specifically said to follow them.
  • •Any actions, contracts, or decisions made after Jan 1 1984 must follow the new rules; anything done before that follows the old rules.
  • •Votes or approvals made before Jan 1 1984 stay valid under the old rules, even if the paperwork is filed later.

Example

A tech startup that was formed in 1995 signs a contract to rent office space in 2022.

Because the company was started after Jan 1 1984 and the contract was signed after that date, the new law tells the company how to handle the contract. If the same company had signed a lease in 1982, the old rules would still apply.

AI-generated — May contain errors. Not legal advice. Always verify source.

Official Source
View on CA.gov

§ 12691 Corporate Law Application Dates

(a) The new law shall apply to all corporations which are incorporated on or after January 1, 1984, under Part 2 (commencing with Section 12200) of this division or which are expressly governed by Part 2 pursuant to a particular provision of this division or other specific statutory provision. (b) Except as otherwise expressly provided in this chapter, the new law shall apply to all subject corporations and to all actions taken by the directors, officers, or members of such corporations, on or after January 1, 1984. (c) Except as otherwise expressly provided in this chapter, all of the sections of the new law governing acts, contracts, or other transactions by a subject corporation or its directors, officers, or members, shall apply only to the acts, contracts, or transactions occurring on or after January 1, 1984, and the prior law shall govern acts, contracts, or transactions occurring before January 1, 1984. (d) Except as otherwise expressly provided in this chapter, any vote or consent by the directors or members of a subject corporation prior to January 1, 1984, in accordance with the prior law, shall be effective in accordance with that law. If any certificate or document is required to be filed in any public office of this state relating to such vote or consent, it may be filed on or after January 1, 1984, in accordance with the prior law. (Added by Stats. 1982, Ch. 1625, Sec. 3. Operative January 1, 1984.)

Last verified: January 10, 2026

Key Terms

new lawJanuary 1, 1984subject corporationsPart 2prior law

Related Statutes

  • § 12698 Corporate Transaction Effective Dates
  • § 12692 Corporate Amendment Election Rules
  • § 12693 Corporate Powers Amendment Clarification
  • § 12694 Corporate Chief Financial Officer
  • § 12696 Corporate Meeting Voting Rules

References

  • Official text at leginfo.legislature.ca.gov
  • California Legislature. Corporations Code. Section 12691.
View Official Source