SECTIONS 6210-6216 - California Statutes

CORPORATIONS CODE

SECTION 6210-6216

6210. (a) Every corporation shall, within 90 days after the filing
of its original articles and biennially thereafter during the
applicable filing period, file, on a form prescribed by the Secretary
of State, a statement containing: (1) the names and complete
business or residence addresses of its chief executive officer,
secretary, and chief financial officer; (2) the street address of its
principal office in this state, if any; and (3) the mailing address
of the corporation, if different from the street address of its
principal executive office or if the corporation has no principal
office address in this state.
(b) The statement required by subdivision (a) shall also
designate, as the agent of the corporation for the purpose of service
of process, a natural person residing in this state or any domestic
or foreign or foreign business corporation that has complied with
Section 1505 and whose capacity to act as an agent has not
terminated. If a natural person is designated, the statement shall
set forth the person's complete business or residence street address.
If a corporate agent is designated, no address for it shall be set
forth.
(c) For the purposes of this section, the applicable filing period
for a corporation shall be the calendar month during which its
original articles were filed and the immediately preceding five
calendar months. The Secretary of State shall mail a notice for
compliance with this section to each corporation approximately three
months prior to the close of the applicable filing period. The notice
shall state the due date for compliance and shall be mailed to the
last address of the corporation according to the records of the
Secretary of State. Neither the failure of the Secretary of State to
mail the notice nor the failure of the corporation to receive it is
an excuse for failure to comply with this section.
(d) Whenever any of the information required by subdivision (a) is
changed, the corporation may file a current statement containing all
the information required by subdivisions (a) and (b). In order to
change its agent for service of process or the address of the agent,
the corporation must file a current statement containing all the
information required by subdivisions (a) and (b). Whenever any
statement is filed pursuant to this section, it supersedes any
previously filed statement and the statement in the articles as to
the agent for service of process and the address of the agent.
(e) The Secretary of State may destroy or otherwise dispose of any
statement filed pursuant to this section after it has been
superseded by the filing of a new statement.
(f) This section shall not be construed to place any person
dealing with the corporation on notice of, or under any duty to
inquire about, the existence or content of a statement filed pursuant
to this section.

6211. (a) An agent designated for service of process pursuant to
Section 6210 may file a signed and acknowledged written statement of
resignation as that agent. Thereupon the authority of the agent to
act in that capacity shall cease and the Secretary of State forthwith
shall give written notice of the filing of the statement of
resignation by mail to the corporation addressed to its principal
office.
(b) Under regulations adopted by the Secretary of State, the
resignation of an agent may be effective if the agent disclaims
having been properly appointed as the agent. Similarly, a person
named as an officer or director may indicate that the person was
never properly appointed as the officer or director.

6212. If a natural person who has been designated agent for service
of process pursuant to Section 6210 dies or resigns or no longer
resides in the state or if the corporate agent for such purpose
resigns, dissolves, withdraws from the state, forfeits its right to
transact intrastate business, has its corporate rights, powers and
privileges suspended or ceases to exist, the corporation shall
forthwith file a designation of a new agent conforming to the
requirements of Section 6210.

6214. Upon request of an assessor, a corporation owning, claiming,
possessing or controlling property in this state subject to local
assessment shall make available at the corporation's principal office
in California or at a place mutually acceptable to the assessor and
the corporation a true copy of business records relevant to the
amount, cost and value of all property that it owns, claims,
possesses or controls within the county.

6215. Any officers, directors, employees or agents of a corporation
who do any of the following are liable jointly and severally for all
the damages resulting therefrom to the corporation or any person
injured thereby who relied thereupon or to both:
(a) Make, issue, deliver or publish any report, circular,
certificate, financial statement, balance sheet, public notice or
document respecting the corporation or its memberships, assets,
liabilities, business, earnings or accounts which is false in any
material respect, knowing it to be false, or participate in the
making, issuance, delivery or publication thereof with knowledge that
the same is false in a material respect.
(b) Make or cause to be made in the books, minutes, records or
accounts of a corporation any entry which is false in any material
particular knowing such entry is false.
(c) Remove, erase, alter or cancel any entry in any books or
records of the corporation, with intent to deceive.

6216. (a) The Attorney General, upon complaint of a member,
director or officer, that a corporation is failing to comply with the
provisions of this chapter, Chapter 5 (commencing with Section
5510), Chapter 6 (commencing with Section 5610) or Chapter 13
(commencing with Section 6310), may, in the name of the people of the
State of California, send to the principal office of such
corporation, (or, if there is no such office, to the office or
residence of the chief executive officer or secretary, of the
corporation, as set forth in the most recent statement filed pursuant
to Section 6210) notice of the complaint. If the answer is not
satisfactory, or if there is no answer within 30 days, the Attorney
General may institute, maintain or intervene in such suits, actions,
or proceedings of any type in any court or tribunal of competent
jurisdiction or before any administrative agency for such relief by
way of injunction, the dissolution of entities, the appointment of
receivers or any other temporary, preliminary, provisional or final
remedies as may be appropriate to protect the rights of members or to
undo the consequences of failure to comply with such requirements.
In any such action, suit or proceeding there may be joined as parties
all persons and entities responsible for or affected by such
activity.
(b) The Attorney General may bring an action under subdivision (a)
without having received a complaint, and without first giving notice
of a complaint.