CALIFORNIA JURISPRUDENCE

VOLUME VII

CORPORATIONS.

I. INTRODUCTORY. (§§ 1-27.) In Vol. 6.

II. CREATION, ORGANIZATION AND CONSOLIDATION. (§§ 2860.) In Vol. 6.

III. CORPORATE EXISTENCE. (§§ 61-82.) In Vol. 6.

IV.

NAME, SEAL, RESIDENCE OR PLACE OF BUSINESS. (§§ 83101.) In Vol. 6.

V. PROMOTERS

Vol. 6.

AND SECRET PROFITS. (§§ 102-112.) In

VI. BY-LAWS AND RECORDS. (§§ 113-134.) In Vol. 6.

VII. CAPITAL STOCK AND ITS INCIDENTS. (§§ 135-162.) In

Vol. 6.

VIII. SUBSCRIPTIONS

X.

ΤΟ AND SALE OF CAPITAL STOCK.

(§§ 163-185.) In Vol. 6.

IX. TRANSFERS OF STOCK. (§§ 186-229.) In Vol. 6. RELATION AND RIGHTS OF STOCKHOLDERS IN GENERAL. (§§ 230-273.) In Vol. 6.

XI. STOCKHOLDERS'

MEETINGS AND ELECTIONS. (§§ 274

295.) In Vol. 6.

XII. LIABILITY FOR FULL PAYMENT OF STOCK. (§§ 296332.) In Vol. 6.

XIII.

ASSESSMENTS ON STOCK. (§§ 333-366.) In Vol. 6.

XIV. LIABILITY OF STOCKHOLDERS AND MEMBERS FOR CORPO-
RATE OBLIGATIONS. (§§ 367-414.) In Vol. 6.
XV. OFFICERS AND AGENTS GENERALLY. (§§ 415-504.) In

Vol. 6.

XVI. LIABILITY OF OFFICERS AND AGENTS. (§§ 505-541.)
XVII. POWERS, FUNCTIONS AND LIABILITIES.
XVIII. BONDS AND BONDED INDEBTEDNESS. (§§ 580-608.)

(§§ 542-579.)

Cases are cited in this article to and including 184 Cal., 43 Cal. App. and 200 Pac.

XIX. ACTIONS BY AND AGAINST CORPORATIONS. (§§ 609-626.)

XX. DISSOLUTION OR FORFEITURE. (§§ 627-669.)

XXI.

RECEIVERS. (§§ 670-678.)

XXII. FOREIGN CORPORATIONS. (§§ 679-709.),

XXIII. TAXATION. (§§ 710-729.)

XVI. Liability of Officers and Agents.

NONSTATUTORY LIABILITY.

505. In General.

506. Negligence.

STATUTORY LIABILITY IN GENERAL.

507. Statutory Provisions.

508. Necessity of Corporate Act.

509. Nature of Liability.

510. Effect of Amendment or Repeal.

511. Statute of Limitations.

DISTRIBUTION OR REDUCTION OF CAPITAL STOCK.

512. In General.

513. Purpose of the Statutory Provisions.

514. Meaning of "Capital Stock."

515. Illegality of Transactions.

516. Payment of Unlawful Dividends.

517. Reduction of Capital Stock.

518. Enforcement of Liability.

519. Necessity of Injury from Transaction.

DEBTS IN EXCESS OF SUBSCRIBED CAPITAL STOCK.

520. In General.

521. Validity of Excess Obligations.

522. Subscribed Capital Stock.

523. Debts Within Meaning of the Statute.

524. Enforcement of Liability.

CONSTITUTIONAL LIABILITY FOR MISAPPROPRIATIONS.

525. In General.

526. Nature of the Liability.

527. Meaning of "Misappropriations."

528. Enforcement by Suit in Equity.

529. Parties to Action to Enforce.

LIABILITY WITH RESPECT TO REPORTS.

530. False Reports in General.

531. Enforcement of Liability for False Reports.

532. Statutes Requiring Posting of Reports.

533. Nature and Purpose of Statutes.

534. Enforcement of Liability for Failure to Post.

535. Defenses to Action.

CRIMINAL LIABILITY.

536. In General.

537. Falsifying Corporate Records.

538. Promotion Frauds.

539. False Reports.

540. Illegal Distribution of Stock-Fictitious Transactions.

541. Evidence of Criminal Liability.

XVII. Powers, Functions and Liabilities.

GENERAL SCOPE OF POWERS.

542. Code and Constitutional Provisions.

543. General Limitations on Powers.

544. Exercise of Powers Under Extraordinary Circumstances.

ULTRA VIRES ACTS AND CONTRACTS.

545. In General.

546. Definition of Term "Ultra Vires"-Distinctions. 547. Attitude of Courts Toward Defense.

548.

Doctrine of Federal Courts.

549. Acts Prohibited by Statute or Public Policy. 550. Acts Within Powers for Some Purposes.

551. Executory and Executed Contracts.

552. Basis of Liability on Executed Contracts.

553. Effect on Collateral Transactions.

554. Who may Urge Ultra Vires Against Corporation.

555. Restraining Ultra Vires Acts.

556. Recovery to Compensate for Benefits Received.

564. 565.

566.

567.

568.

Who may Question Necessity of Holding.
General Power With Respect to Realty.
Limitations on Holding Land.

Power to Take by Will.

Acquisition by Prescription.

569. Dedication of Land to Public Use.