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HomeCorporations CodeCh. 1Art. 4§ 12310 Cooperative Corporation Articles Requirements

§ 12310 Cooperative Corporation Articles Requirements

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

§ 12310 Cooperative Corporation Articles Requirements

This law explains the required contents of the articles of incorporation for a cooperative corporation, including the purpose statement, addresses, and voting rules.

Key Takeaways

  • •The articles must contain a specific purpose statement that identifies the entity as a cooperative.
  • •The filing must list the initial agent for service of process and the corporation’s street and mailing addresses.
  • •If voting or ownership is unequal, the rules must be described or left to the bylaws; equal means one vote and one share per member.

Example

A group of workers wants to start a cooperative grocery store and must file the proper paperwork.

The articles must state that the business is a cooperative, include the purpose clause, give the address of the agent for legal papers, and note that each member has one vote and one share of ownership.

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

Official Source
View on CA.gov

§ 12310 Cooperative Corporation Articles Requirements

The articles of incorporation of a corporation formed under this part shall set forth: (a) The name of the corporation. (b) The following statement: “This corporation is a cooperative corporation organized under the Cooperative Corporation Law. The purpose of this corporation is to engage in any lawful act or activity for which a corporation may be organized under the law.” [The articles may include a further description of the corporation’s purpose.] (c) The name and street address in this state of the corporation’s initial agent for service of process in accordance with subdivision (b) of Section 12570. (d) The initial street address of the corporation. (e) The initial mailing address of the corporation, if different from the initial street address. (f) Whether the voting power or the proprietary interests of the members are equal or unequal. If the voting power or proprietary interests of the members are unequal, the articles shall state either (i) the general rule or rules by which the voting power and proprietary interests of the members shall be determined or (ii) that such rule or rules shall be prescribed in the corporation’s bylaws. Equal voting power means voting power apportioned on the basis of one vote for each member. Equal proprietary rights means property rights apportioned on the basis of one proprietary unit for each member. (g) Pursuant to Section 12310.5, the articles of incorporation may state whether the cooperative has elected to be governed as a worker cooperative. (Amended by Stats. 2015, Ch. 192, Sec. 11. (AB 816) Effective January 1, 2016.)

Last verified: January 10, 2026

Key Terms

articles of incorporationcooperative corporationCooperative Corporation Lawvoting powerproprietary interests

Related Statutes

  • § 12310.5 Worker Cooperative Election
  • § 12312 Corporate Purpose Limitation
  • § 12314 Unequal Member Voting Power
  • § 12316 Incorporators Organizational Powers
  • § 14006 Bank Board Approval Process

References

  • Official text at leginfo.legislature.ca.gov
  • California Legislature. Corporations Code. Section 12310.
View Official Source