BettyO1 (California)
Posts: 104
Posts: 104
Posted:
Is the corporations code part of the civil code in California?
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Corporations code, civil code
Started by BettyO1 • 14 replies • 2297 views
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KennethS2 (California)
Posts: 36
Posts: 36
Posted:
If your HOA is incorporated, like the majority of HOAs, then Corporation Code is used with Civil Code. They do work together. A great deal of it is listed at Davis-Stirling.com.
Ken
Ken
BettyO1 (California)
Posts: 104
Posts: 104
Posted:
Are there requirements in the corporations code that are not included in the civil code? In other word, must HOA adhere to both codes?
RichardP13 (California)
Posts: 1,767
Posts: 1,767
Posted:
There are areas in both that may trump one another and if so, one will will make reference to the other.
KerryL1 (California)
Posts: 14,550
Posts: 14,550
Posted:
Just google Calif Corporations Code, Betty and you'll see that it mainly has to do with directors' roles, officers' roles, the structure of the HOA Board and of meetings, e.g., special meetings of the board, regular meetings of the board, regular meetings of members. HOAs are usually Mutual Benefit Corporations, so scroll down the code till you get to that part.
It also contains the very important Business Judgement Rule, which guides directors' conduct when they make decisions. Your HOA's bylaws rely a lot on Corps. Code. But, re: HOA elections, CA Civil Code.
But the easiest thing to do and I know for a fact you've been advised to do this many times in the past, visit davis-stirling.com. The site is named after a part of CA Civil Code called the Davis-stirling Act.
As Richard notes, there may be parts of one that references the other. Parts of one may defer to another too or even defer to your HOA's governing docs.
Why do you ask, Betty?
It also contains the very important Business Judgement Rule, which guides directors' conduct when they make decisions. Your HOA's bylaws rely a lot on Corps. Code. But, re: HOA elections, CA Civil Code.
But the easiest thing to do and I know for a fact you've been advised to do this many times in the past, visit davis-stirling.com. The site is named after a part of CA Civil Code called the Davis-stirling Act.
As Richard notes, there may be parts of one that references the other. Parts of one may defer to another too or even defer to your HOA's governing docs.
Why do you ask, Betty?
TimB4 (Tennessee)
Posts: 21,059
Posts: 21,059
Posted:
Quote:
Posted By BettyO1 on 09/29/2014 11:05 AM
Is the corporations code part of the civil code in California?
Is the corporations code part of the civil code in California?
No. They have their own category - Corporate Code.
See http://leginfo.legislature.ca.gov/faces/codesTOCSelected.xhtml for the code itself.
See http://www.davis-stirling.com/MainIndex/Statutes/CorporationsCode/tabid/802/Default.aspx#axzz3EkZ33ljb for a listing of the applicable sections of the Corporate Code.
TimB4 (Tennessee)
Posts: 21,059
Posts: 21,059
Posted:
Quote:
Posted By BettyO1 on 09/29/2014 11:51 AM
Are there requirements in the corporations code that are not included in the civil code? In other word, must HOA adhere to both codes?
Are there requirements in the corporations code that are not included in the civil code? In other word, must HOA adhere to both codes?
Typically, Corporate Code deals with procedures.
KerryL1 (California)
Posts: 14,550
Posts: 14,550
Posted:
Missed your 2nd question, Betty. Yes, there are requirements in Corps. Code that are not in Civil Code. Corps Code, and I and also Tim pointed out, deal a lot with Board procedures, voting, etc.
They each supersede your HOAs documents--because they're our state's laws, unless they specifically state something like "unless otherwise written" in your own documents.
They each supersede your HOAs documents--because they're our state's laws, unless they specifically state something like "unless otherwise written" in your own documents.
KerryL1 (California)
Posts: 14,550
Posts: 14,550
Posted:
Missed your 2nd question, Betty. Yes, there are requirements in Corps. Code that are not in Civil Code. Corps Code, and I and also Tim pointed out, deal a lot with Board procedures, voting, etc.
They each supersede your HOAs documents--because they're our state's laws, unless they specifically state something like "unless otherwise written" in your own documents.
They each supersede your HOAs documents--because they're our state's laws, unless they specifically state something like "unless otherwise written" in your own documents.
BettyO1 (California)
Posts: 104
Posts: 104
Posted:
Is it sufficient for associations to follow Davis Stirling or are there requirements in Corporations code that it must also follow?
RichardP13 (California)
Posts: 1,767
Posts: 1,767
Posted:
Betty
My strong suggestion would be to utilize the www.davis-stirling.com website to answer your questions.
In general, Corporation Code is used in interpreting the Bylaws, which generally discusses Board duties, Board meeting, Annual meetings, Quorum, Check signing and so on.
But, without a specific question, it is difficult to give you a straight answer.
My strong suggestion would be to utilize the www.davis-stirling.com website to answer your questions.
In general, Corporation Code is used in interpreting the Bylaws, which generally discusses Board duties, Board meeting, Annual meetings, Quorum, Check signing and so on.
But, without a specific question, it is difficult to give you a straight answer.
KerryL1 (California)
Posts: 14,550
Posts: 14,550
Posted:
Yes, please tell us, Betty, what's on your mind??
Since Corps Code and Cvil Code both are CA laws, they both must, in general be followed.
Since Corps Code and Cvil Code both are CA laws, they both must, in general be followed.
TimB4 (Tennessee)
Posts: 21,059
Posts: 21,059
Posted:
Quote:
Posted By BettyO1 on 09/29/2014 5:29 PM
Is it sufficient for associations to follow Davis Stirling or are there requirements in Corporations code that it must also follow?
Is it sufficient for associations to follow Davis Stirling or are there requirements in Corporations code that it must also follow?
Betty,
In addition to your Associations Governing documents, an Association/Board must comply with all applicable Federal and State statutes.
In addition to State HOA/COA laws, an Association would also need to comply with applicable sections of privacy laws, contract laws, laws associated with Liens and, if incorporated, applicable corporate laws. These are just a few of the State laws that may be applicable.
It may be easier to assist you if we knew exactly what you are concerned about.
Tim
JM10 (California)
Posts: 503
Posts: 503
Posted:
Quote:
Posted By BettyO1 on 09/29/2014 11:51 AM
Are there requirements in the corporations code that are not included in the civil code? In other word, must HOA adhere to both codes?
Are there requirements in the corporations code that are not included in the civil code? In other word, must HOA adhere to both codes?
Civil code applies to business and negligence lawsuits. Commercial law or business law is sometimes considered a branch of Civil law.
Civil law may apply to corporate law such as civil rights issues of non-discrimination for housing on the basis of sex, race, religion or ethnicity, etc. That would apply to how corporations treat their employees and potential employees. In the case of corporate law, there are codes that define in some instances/circumstances how directors should act in the case of one being declared legally unsound.
In a HOA, the directors are under both civil and corporate law and a lot of the corporate law should have been written into the CC&R.
Bascially, think of law as divided into two main groups: civil and criminal.
KerryL1 (California)
Posts: 14,550
Posts: 14,550
Posted:
But, JM, Betty didn't ask about civil law and criminal law, she asked about Civil Code and Corporations Code. As you know California's (in)famous Davis-Stirling Act is a part of CA Civil Code.
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