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M. ii. Sublic
STATE OF CALIFORNIA
Citations are taken from the California Reports up to and including
DEPARTMENT OF STATE,
SACRAMENTO, CALIFORNIA. The fifth edition of the Corporation Laws of California, as compiled by this department, is herewith presented to the public.
In the beginning, the design of this publication was simply to put forth a compilation of the laws concerning merely the organization and government of private corporations, but as subsequent editions were issued and the demand for the book increased the scope of the work has been enlarged, and in addition many matters have been included which are of general interest as relating to the conduct and control of corporation business and affairs.
With the enormous growth in popularity and general use of the form of business organization known as the corporation, legislation concerning such organizations has increased in a corresponding degree. Nearly all present business legislation is to some extent corporation legislation. While the scope of this work has been considerably enlarged, yet in order to keep it within reasonable bounds the subjects included have been confined to those matters of legislation in which corporations have been specifically named, or, where not named, yet the regulations enacted seem to have been especially directed at private corporations. Some subjects also have been omitted which are handled by other departments of the state government, such as regulations of dairy products or pure food laws which come within the province of the state dairy bureau or the state board of health.
First of all are given those portions of the constitution of California which seem to have been taken as foundation stones upon which the superstructure of our corporation law has been erected by the various legislatures and sustained by the courts, and which seem to have served as direction or authority for such legislative or judicial action. Next are given those portions of the codes of California which deal with corporation affairs, and after that the statutes at large which deal especially with corporation interests.
The edition of the Corporation Laws of 1909 has been entirely revised and the subject-matter of corporation legislation thoroughly gone over from 1850, the date of the first enactments in this state, up to and including the present year. This has been done with the idea of giving to the public a reliable and complete compilation of the laws which are alive and in sound condition as to constitutionality at the present time, and of general interest to modern corporations. There has been a vast amount of corporation legislation enacted in the past which has been either specifically repealed or repealed by implication or superseded by later enactments. A large number of statutes have as to their provisions been completely transferred to the various codes by recent legislatures, notably during the sessions of 1905 and 1907, and these statutes so codified have been eliminated from the present edition as having served their purpose and being of no further general interest. Other statutes which have been repealed or superseded by subsequent acts, while their provisions are yet in force to a greater or less extent as to the particular corporations which were organized under their authority, yet these statutes have been printed in former editions for the benefit of such corporations, and it is not thought necessary to include them in the present volume.
No attempt has been made at annotation in the nature of comment or analysis, as such work is considered outside the province of this publication and as encroaching upon the domain of private publishers.
The proof sheets of this edition have been carefully read and compared in connection with the official statutes of the year in which each code section or statute was enacted or amended, and by the general arrangement of the compilation it has been designed to be, not alone of value and assistance to lawyers as a useful guide and an authority as to text, but it has also been especially intended for the use and understanding of the average non-professional reader who is interested in the subject of modern corporation legislation in this state.
6. 8. burry.
Secretary of State.