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HomeCorporations CodeCh. 14§ 1401 Corporate Amendment Filing Requirements

§ 1401 Corporate Amendment Filing Requirements

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

§ 1401 Corporate Amendment Filing Requirements

This law says that if a company changes its rules or shuts down while going through a big money fix-up in court, the people in charge must sign papers to make it official.

Key Takeaways

  • •If a company is in court for money problems, any big changes (like closing down) must be written down and signed by the person in charge.
  • •The paper must say that a court ordered the change.
  • •Once the paper is signed and filed, the change is official.

Example

A toy company is in big money trouble and goes to court to fix it. The court says the company can close down.

The person the court put in charge must sign papers saying the company is closing, and then it’s official.

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

Official Source
View on CA.gov

§ 1401 Corporate Amendment Filing Requirements

(a) A certificate of any amendment, change or alteration or of dissolution or any agreement of merger made by a corporation pursuant to Section 1400 and executed as provided in subdivision (b), shall be filed and shall thereupon become effective in accordance with its terms and the provisions of this chapter. (b) The certificate, agreement of merger, or other instrument shall be signed and verified, as may be directed by the orders of the court or judge, by the trustee or trustees appointed in the reorganization proceeding (or a majority thereof) or, if none is appointed and acting, by officers of the corporation designated or by a master or other representative appointed by the court or judge, and shall state that provision for the making of that certificate, agreement of merger, or instrument is contained in an order, identifying the same, of a court or judge having jurisdiction of a proceeding under a statute of the United States for the reorganization of that corporation. (c) Notwithstanding subdivision (b), a trustee, liquidating agent, responsible officer, or other representative appointed by the court for a corporation, with respect to which a proceeding has been initiated under any applicable statute of the United States as described in subdivision (a) of Section 1401.5 may execute and file a certificate of dissolution as provided in subdivision (b) of Section 1401.5. (Amended by Stats. 2017, Ch. 267, Sec. 1. (SB 340) Effective January 1, 2018.)

Last verified: January 10, 2026

Key Terms

dissolutioncorporationagreementmergeramendmentreorganizationunited statesinstrument

Related Statutes

  • § 109 Corporate Filing Error Correction
  • § 12213 Correction Of Corporate Filings
  • § 12465 Court Ordered Corporate Meetings
  • § 12510 Corporate Articles Restatement
  • § 12531 Corporate Merger Agreement Requirements

References

  • Official text at leginfo.legislature.ca.gov
  • California Legislature. Corporations Code. Section 1401.
View Official Source