citation: CORP § 31109

text:
Any offer or sale of a franchise that meets all of the following requirements shall be exempt from Chapter 2 (commencing with Section 31110):

(a) Each and every purchaser of the franchise is one of the following:

(1) Any partner, executive officer, or director of the franchisor, or any executive officer of its corporate general partner if the franchisor is a partnership, or any manager if the franchisor is a limited liability company.

(2) Any entity with total assets exceeding five million dollars ($5,000,000) according to its most recent financial statements and not specifically formed for the purpose of acquiring the franchise offered. For purposes of this section, “entity” shall mean an organization described in Section 501(c)(3) of the Internal Revenue Code, a corporation, Massachusetts or similar business trust, limited liability company, or partnership. The financial statements referred to in this paragraph shall meet both of the following requirements:

(A) Be as of date not more than 90 days prior to the earlier of either the date on which the first prospective purchaser signs any binding franchise or other agreement with the franchisor in connection with the award of the franchise, or the date on which the franchisor receives any consideration from the first prospective purchaser in connection with the award of the franchise.

(B) Be prepared in accordance with either of the following:

(i) Generally accepted accounting principles and, if the entity has consolidated subsidiaries, on a consolidated basis.

(ii) The rules and requirements of the Securities and Exchange Commission, whether or not required by law to be prepared in accordance with those rules and requirements.

(3) Any natural person whose net worth, or joint net worth with that person’s spouse, exceeds one million dollars ($1,000,000) at the time of his or her purchase of the franchise, excluding the value of that person’s personal residence, any and all retirement or pension plan accounts or benefits, home furnishings, and automobiles.

(4) Any natural person whose gross income exceeds three hundred thousand dollars ($300,000) per year in each of the two most recent years, or whose joint gross income with that person’s spouse exceeds five hundred thousand dollars ($500,000) per year in each of those years, and who reasonably expects to reach the same income level in the current year.

(5) Any entity, in which all of the equity owners are persons or entities described in either paragraph (1), (2), (3), or (4).

(b) Each and every purchaser of the franchise has knowledge and experience in financial and business matters, either alone or with professional advisers of the purchaser who are unaffiliated with, and not directly or indirectly compensated by, the franchisor or an affiliate or selling agent of the franchisor, such that the franchisor reasonably believes, based on reasonable inquiry before the sale, that each and every purchaser has the capacity to evaluate the merits and risks of, and protect their own interests in, the franchise investment.

(c) Each and every purchaser of the franchise purchases the franchise for the purchaser’s own account, or a trust account if the purchaser is a trustee, for the purpose of conducting the business as a franchise and not with a view to, or for a sale in connection with, any resale or distribution of the franchise or any interest in the franchise.

(d) The immediate cash payment required from a purchaser of the franchise who is a natural person, upon the purchase of the franchise, shall not exceed 10 percent of that person’s net worth or joint net worth with that person’s spouse, exclusive of that person’s personal residence, any and all retirement or pension accounts or benefits, home furnishings and automobiles.

(e) The franchisor files with the commissioner a notice of exemption and pays the fee prescribed in subdivision (f) of Section 31500 prior to any offer or sale of a franchise in this state for which the exemption is claimed during any calendar year in which one or more franchises are sold, excluding any material modification.

(f) No franchisor or any of its officers, directors, employees, or agents shall form, organize, engage, or assist any person to purchase a franchise for resale or distribution to avoid the registration requirements of Chapter 2 (commencing with Section 31110).

history: (History: Added by Stats. 2004, Ch. 458, Sec. 3. Effective September 10, 2004. Operative January 1, 2005, by Sec. 19 of Ch. 458.)

title: 4. SECURITIES


kind: section

code: CORP

text:
(a) There shall be exempted from the provisions of Chapter 2 (commencing with Section 31110) the offer and sale of a franchise registered under Section 31111, 31121, or 31123 on terms different from the terms of the offer registered thereunder if all of the following requirements are met:

(1) The initial offer is the offer registered under Section 31111, 31121, or 31123.

(2) The prospective franchisee receives all of the following in a separate written appendix to the franchise disclosure document:

(A) A summary description of each material negotiated term that was negotiated by the franchisor for a California franchise during the 12-month period ending in the calendar month immediately preceding the month in which the negotiated offer or sale is made under this section.

(B) A statement indicating that copies of the negotiated terms are available upon written request.

(C) The name, telephone number, and address of the representative of the franchisor to whom requests for a copy of the negotiated terms may be obtained.

(3) The franchisor certifies or declares in an appendix to its application for renewal that it has complied with all of the requirements of this section, in the event this exemption is claimed.

(4) The negotiated terms, on the whole, confer additional benefits on the franchisee.

(b) The franchisor shall provide a copy of the negotiated terms described in subdivision (a) to the prospective franchisee within five business days following the request of the franchisee.

(c) The franchisor shall maintain copies of all material negotiated terms for which this exemption is claimed for a period of five years from the effective date of the first agreement containing the relevant negotiated term. Upon the request of the commissioner, the franchisor shall make the copies available to the commissioner for review. For purposes of this section, the commissioner may prescribe by rule or order the format and content of the summary description of the negotiated terms required by subparagraph (A) of paragraph (2) of subdivision (a).

(d) For purposes of this section, “material” means that a reasonable franchisee would view the terms as important in negotiating the franchise.

history: (History: Amended by Stats. 2013, Ch. 334, Sec. 3. (SB 537) Effective January 1, 2014.)

division: 5. FRANCHISE INVESTMENT LAW

title: 4. SECURITIES

chapter: 1. Exemptions

path: 4. SECURITIES > 5. FRANCHISE INVESTMENT LAW > 1. Exemptions


citation: CORP § 31110

text: On and after April 15, 1971, it shall be unlawful for any person to offer or sell any franchise in this state unless the offer of the franchise has been registered under this part or exempted under Chapter 1 (commencing with Section 31100) of this part.

history: (History: Added by Stats. 1970, Ch. 1400.)

title: 4. SECURITIES

chapter: 2. Disclosure

path: 4. SECURITIES > 5. FRANCHISE INVESTMENT LAW > 2. Disclosure


citation: CORP § 31111

text:
(a) The application for registration of an offer shall be filed with the commissioner upon the Uniform Franchise Registration Application, as identified, modified, and supplemented by rule of the commissioner.

(b) An authorization for the commissioner to examine the registrant’s financial records of the sale of the franchise pursuant to Section 7473 of the Government Code shall be filed with the application.

history: (History: Amended by Stats. 1989, Ch. 1026, Sec. 4.)

title: 4. SECURITIES


citation: CORP § 31112

text: Any application or amendment under this law shall be signed and verified by the franchisor or by the subfranchisor. Such verification shall be in the same manner provided in the Code of Civil Procedure for the verification of pleadings.

history: (History: Amended by Stats. 1988, Ch. 562, Sec. 7.)

title: 4. SECURITIES


citation: CORP § 31113

text: If the commissioner finds that it is necessary and appropriate for the protection of prospective franchisees or subfranchisors because the applicant has failed to demonstrate that adequate financial arrangements have been made to fulfill the franchisor’s obligations to provide real estate, improvements, equipment, inventory, training, or other items included in the offering, the commissioner may by rule or order require the escrow or impound of franchisee fees and other funds paid by the franchisee or subfranchisor until such obligations have been satisfied. At the option of the franchisor, the franchisor may furnish a surety bond as provided by rule of the commissioner.

history: (History: Amended by Stats. 1982, Ch. 517, Sec. 195.)

title: 4. SECURITIES


citation: CORP § 31114

text: The application for registration shall be accompanied by a proposed franchise disclosure document, which shall contain the material information set forth in the application for registration, as specified by rule of the commissioner, and such additional disclosures as the commissioner may require. The franchise disclosure document shall recite in bold type of not less than 10-point type that registration does not constitute approval, recommendation, or endorsement by the commissioner.

history: (History: Amended by Stats. 2013, Ch. 334, Sec. 4. (SB 537) Effective January 1, 2014.)

title: 4. SECURITIES


citation: CORP § 31115

text:
The commissioner may summarily issue a stop order denying the effectiveness of or suspending or revoking effectiveness of any registration if the commissioner finds any of the following:

(a) That there has been a failure to comply with any of the provisions of this law or the rules of the commissioner pertaining thereto.

(b) That the offer or sale of the franchise would constitute misrepresentation to, or deceit or fraud of the purchasers, or that, in the case of a franchise other than a subfranchise, a major inducement to prospective franchisees is fees or other compensation from participation in the sale of additional franchises.

(c) That the applicant has failed to comply with any rule or order of the commissioner issued pursuant to Section 31113.

(d) That any person identified in the application or any officer or director of the franchisor, whether or not identified in the application, meets one or more of the following conditions, and the involvement of this person in the sale or management of the franchise creates an unreasonable risk to prospective franchisees:

(1) Has been convicted of a felony, or pleaded nolo contendere to a felony charge, or held liable in a civil action by final judgment if the felony or civil action involved fraud, embezzlement, fraudulent conversion, or misappropriation of property.

(2) Is subject to any currently effective order of the United States Securities and Exchange Commission or the securities administrator of any state denying registration to or revoking or suspending the registration of the person as a securities broker or dealer or investment adviser or is subject to any currently effective order of any national securities association or national securities exchange (as defined in the Securities Exchange Act of 1934) suspending or expelling the person from membership in the association or exchange.

(3) Is subject to any currently effective order or ruling of the Federal Trade Commission.

(4) Is subject to any currently effective injunctive or restrictive order relating to business activity as a result of an action brought by any public agency or department, including, without limitation, actions affecting a license as a real estate broker or sales person.

(e) The franchisor’s method of business includes or would include activities that are or would be illegal where performed.

(f) The franchise agreement contains a provision that is contrary to law.

history: (History: Amended by Stats. 2022, Ch. 728, Sec. 7. (AB 676) Effective January 1, 2023.)

title: 4. SECURITIES


citation: CORP § 31116

text:
(a) Except as provided in subdivision (b), if no stop order under Section 31115 is in effect under this law, registration of the offer of franchises automatically becomes effective at 12 p.m., California time, of the 30th business day after the filing of a complete application for registration or the last preeffective amendment thereto, or at an earlier time that the commissioner determines.

(b) With respect to any application for registration or the last amendment thereto filed between January 1, 1971, and March 15, 1971, if no stop order under Section 31115 is in effect under this law, registration becomes effective on April 15, 1971; with respect to any application filed after March 15, 1971, and before May 10, 1971, if no stop order under Section 31115 is in effect under this law, registration becomes effective on June 1, 1971, or the 15th business day after the filing, whichever is the later, or at an earlier time that the commissioner determines.

(c) For purposes of this section, “complete application” means an application that contains the appropriate filing fee, Uniform Franchise Disclosure Document, and all additional exhibits, including financial statements in conformity with regulations of the commissioner. “Preeffective amendment” means an amendment to an application that is filed before the effective date of the registration of the sale of franchises.

history: (History: Amended by Stats. 2015, Ch. 303, Sec. 48. (AB 731) Effective January 1, 2016.)

title: 4. SECURITIES


citation: CORP § 31117

text: Upon the entry of a stop order under Section 31115 the commissioner shall promptly notify the applicant that it has been entered and of the reasons therefor and that upon receipt of written request the matter will be set down for hearing to commence within 15 business days after such receipt unless the applicant consents to a later date. If no hearing is requested within 30 days after receipt of the notice and none is ordered by the commissioner, the order will remain in effect until it is modified or vacated by the commissioner. If a hearing is requested or ordered, the commissioner, after notice and hearing in accordance with the provisions of Chapter 5 (commencing with Section 11500) of Part 1 of Division 3 of Title 2 of the Government Code, in connection with which the commissioner shall have all of the powers granted thereunder, may modify or vacate the order or extend it until its final determination.

history: (History: Amended by Stats. 1988, Ch. 562, Sec. 9.)

title: 4. SECURITIES


citation: CORP § 31118

text: The commissioner may vacate or modify a stop order if he or she finds that the conditions which caused its entry have changed or that it is otherwise in the public interest to do so.

history: (History: Amended by Stats. 2014, Ch. 64, Sec. 7. (AB 2742) Effective January 1, 2015.)

title: 4. SECURITIES


citation: CORP § 31119

text:
(a) It is unlawful to sell any franchise in this state that is subject to registration under this law without first providing to the prospective franchisee, at least 14 days prior to the execution by the prospective franchisee of any binding franchise or other agreement, or at least 14 days prior to the receipt of any consideration, whichever occurs first, a copy of the franchise disclosure document, together with a copy of all proposed agreements relating to the sale of the franchise.

(b) Nothing in this division shall be construed to prevent a franchisor from providing copies of the franchise disclosure documents to prospective franchisees through electronic means pursuant to any requirements or conditions that may be imposed by rule or order of the commissioner.

history: (History: Amended by Stats. 2013, Ch. 334, Sec. 5. (SB 537) Effective January 1, 2014.)

title: 4. SECURITIES


citation: CORP § 31120

text: A franchise offering shall be deemed duly registered for a period of one year from the effective date of the registration, unless the commissioner by order or rule specifies a different period.

title: 4. SECURITIES


citation: CORP § 31121

text:
(a) The registration may be renewed for additional periods of one year each, unless the commissioner by rule or order specifies a different period, by submitting to the commissioner a renewal application before the expiration of the registration. If no stop order or other order under Section 31115 is in effect under this law, registration of the offer of the franchises automatically becomes renewed effective at 12 p.m., California time, of the 30th business day after the filing of a complete application for registration or the last preeffective amendment or at an earlier time that the commissioner determines.

(b) For purposes of this section, “complete application” means an application that contains the appropriate filing fee, Uniform Franchise Disclosure Document, and all additional exhibits, including financial statements in conformity with regulations of the commissioner. “Preeffective amendment” means an amendment to an application that is filed before the effective date of the registration of the sale of franchises.

history: (History: Amended by Stats. 2015, Ch. 303, Sec. 49. (AB 731) Effective January 1, 2016.)

title: 4. SECURITIES


citation: CORP § 31122

text: The registration renewal statement shall be in the form and content prescribed by the commissioner, and shall be accompanied by a proposed offering prospectus. Each such registration renewal statement shall be accompanied by the fee prescribed in Part 5 (commencing with Section 31500) of this division.

title: 4. SECURITIES


citation: CORP § 31123

text: A franchisor shall promptly notify the commissioner in writing, by an application to amend the registration, of any material change in the information contained in the application as originally submitted, amended or renewed. The commissioner may by rule further define what shall be considered a material change for such purposes, and the circumstances under which a revised offering prospectus must accompany such application.

title: 4. SECURITIES


citation: CORP § 31124

text: An amendment to an application filed after the effective date of the registration of the sale of franchises, if such amendment is approved by the commissioner, shall become effective on such date as the commissioner may determine, having due regard for the public interest and the protection of franchisees.

title: 4. SECURITIES


citation: CORP § 31125

text:
(a) An application for registration of a material modification of an existing franchise or of existing franchises shall be in a form and contain information as the commissioner may by rule prescribe, and shall be accompanied by a proposed disclosure form as specified in subdivision (b). The application may be included with an application pursuant to Section 31111 or 31121.

(b) Except as provided in subdivisions (c) and (d), it is unlawful to solicit the agreement of a franchisee to a proposed material modification of an existing franchise without first delivering to the franchisee a written disclosure, in a form and containing information as the commissioner may by rule or order require, identifying the proposed modification, either five business days prior to the execution of any binding agreement by the franchisee to the modification or containing a statement that the franchisee may, by written notice mailed or delivered to the franchisor or a specified agent of the franchisor within not less than five business days following the execution of the agreement, rescind the agreement to the material modification.

(c) Any modification of a franchise agreement with an existing franchisee of a franchisor shall be exempted from the provisions of this chapter, if all of the following are met:

(1) The franchisee receives the complete written modification at least five business days prior to the execution of a binding agreement, or providing that the franchisee may, by written notice mailed or delivered to the franchisor or a specified agent of the franchisor within not less than five business days following the execution of the agreement, rescind the agreement to the material modification; provided (A) the agreement is not executed within 12 months after the date of the franchise agreement, and (B) the modification does not waive any right of the franchisee under the California Franchise Relations Act (Chapter 5.5 (commencing with Section 20000) of Division 8 of the Business and Professions Code), but the modification may include a general release of all known and unknown claims by a party to the modification.

(2) The modification meets one of the following:

(A) The proposed modification is in connection with the resolution of a bona fide dispute between the franchisor and the franchisee or the resolution of a claimed or actual franchisee or franchisor default, and the modification is not applied on a franchise systemwide basis at or about the time the modification is executed. A modification shall not be deemed to be made on a franchise systemwide basis if it is offered on a voluntary basis to fewer than 25 percent of the franchisor’s California franchises within any 12-month period.

(B) The proposed modification is offered on a voluntary basis to fewer than 25 percent of the franchisor’s California franchises within any 12-month period, provided each franchisee is given a right to rescind the modification agreement if the modification is not made in compliance with paragraph (1) of subdivision (c).

(d) Any modification of a franchise agreement with an existing franchise of a franchisee shall be exempted from this chapter if the modification is offered on a voluntary basis and does not substantially and adversely impact the franchisee’s rights, benefits, privileges, duties, obligations, or responsibilities under the franchise agreement.

(e) For purposes of this section, “California franchise” means: (1) an existing franchise of a franchisee with any location in this state from which sales, leases, or other transactions between the franchised business and its customers are made or goods or services are distributed, or (2) an existing franchise of a franchisee that is a resident of this state and that owns, controls, or has an equity interest in the franchise.

(f) A franchisor shall not make modifications in consecutive years for the purpose of evading the 25 percent requirements set forth above.

history: (History: Amended by Stats. 2004, Ch. 458, Sec. 6. Effective September 10, 2004. Operative January 1, 2005, by Sec. 19 of Ch. 458.)

title: 4. SECURITIES


citation: CORP § 31126

text:
(a) A prospective franchisee seeking to buy an existing franchise, all or substantially all of the assets of an existing franchise business, or an interest in an existing franchise business shall do all of the following when applying with the franchisor to buy that franchise, those assets, or that interest:

(1) Provide their name and address to the franchisor.

(2) Provide to the franchisor a copy of all agreements related to the sale, assignment, or transfer of the franchise, the assets of the franchise business, or the interest in the franchise business.

(3) Provide an application to the franchisor for approval of the transfer, which shall include all forms, financial disclosures, and related information required by the franchisor in reviewing prospective franchisees.

(b) (1) If a form or document required to be submitted with an application pursuant to paragraph (3) of subdivision (a) is not reasonably available to the prospective franchisee, the prospective franchisee may make a written request for the form or document to the franchisor, and the franchisor shall deliver the form or document to the prospective franchisee by email, courier, or certified mail within 15 calendar days of receiving the request.

(2) If the franchisor’s then-existing standards for approval of an application required by paragraph (3) of subdivision (a) are not reasonably available to the prospective franchisee, the prospective franchisee may make a written request for the standards to the franchisor, and the franchisor shall communicate the standards to the prospective franchisee within 15 calendar days of receiving the request.

(c) As soon as practicable after receiving the application required by paragraph (3) of subdivision (a), the franchisor shall notify the prospective franchisee in writing of any additional information or documentation necessary to complete the application.

(d) (1) The franchisor shall notify the prospective franchisee of the approval or disapproval of their application within 60 days after receiving the information and documentation required by subdivision (a) and requested by the franchisor pursuant to subdivision (c). The notice shall be in writing and shall be delivered to the prospective franchisee by email, courier, or certified mail. If the application is disapproved, the franchisor shall include in the notice a statement setting forth the reasons for the disapproval.

(2) In any legal action in which the franchisor’s disapproval of a sale, assignment, or transfer pursuant to this subdivision is an issue, the reasonableness of the franchisor’s decision shall be a question of fact requiring consideration of all relevant circumstances. However, nothing in this paragraph shall prohibit summary judgment when the reasonableness of the disapproval can be decided as a matter of law.

(e) This section neither prohibits a franchisor from exercising nor requires a franchisor to exercise a contractual right of first refusal to purchase an existing franchise, all or substantially all of the assets of an existing franchise business, or an interest in an existing franchise business.

(f) This section shall not be interpreted to prevent the franchisor, in connection with a proposed sale under subdivision (a), from requiring that the prospective franchisee and the prospective seller comply with the transfer conditions specified in the franchise agreement.

history: (History: Added by Stats. 2022, Ch. 728, Sec. 8. (AB 676) Effective January 1, 2023.)

title: 4. SECURITIES


citation: CORP § 31150

text: Every franchisor or subfranchisor offering franchises for sale in this state shall at all times keep and maintain a complete set of books, records, and accounts of such sales.

title: 4. SECURITIES

chapter: 3. General Provisions

path: 4. SECURITIES > 5. FRANCHISE INVESTMENT LAW > 3. General Provisions


citation: CORP § 31151

text: The commissioner may accept and act upon the opinions, appraisements and reports of any engineers, appraisers, or other experts which may be presented by an applicant or any interested party, on any question of fact concerning or affecting the franchises proposed to be offered and sold. In lieu of, or in addition to, such opinions, appraisements, and reports, the commissioner may have any or all matters concerning or affecting such franchises investigated, appraised, passed upon and certified to him by engineers, appraisers or other experts selected by him.

title: 4. SECURITIES


citation: CORP § 31152

text: Any document filed under this law or under the Corporate Securities Law of 1968 or a predecessor statute thereto may be incorporated by reference in a subsequent application filed under this law if it was filed within four years prior to the filing of such application, or is otherwise available in the files of the commissioner, to the extent that the document is currently accurate.

title: 4. SECURITIES


citation: CORP § 31153

text: In any proceeding under this law, the burden of proving an exemption or an exception from a definition is upon the person claiming it.

title: 4. SECURITIES


citation: CORP § 31154

text:
(a) Neither (1) the fact that an application for registration under this law has been filed, nor (2) the fact that such registration has become effective constitutes a finding by the commissioner that any document filed under this law is true, complete or not misleading. Neither any such fact nor the fact that an exemption is available for a transaction means that the commissioner has passed in any way upon the merits or qualifications of, or recommended or given approval to, any person, franchise or transaction.

(b) It is unlawful to make or cause to be made to any prospective purchaser or offeree any representation inconsistent with subdivision (a) of this section.

title: 4. SECURITIES


citation: CORP § 31155

text: Every applicant for registration of an offer to sell franchises under this law, by other than a California corporation, California limited partnership, or California limited liability company, shall file with the commissioner, in such form as he or she by rule prescribed, an irrevocable consent appointing the commissioner or his or her successor in office to be his or her attorney to receive service of any lawful process in any noncriminal suit, action or proceeding against him or her or his or her successor, executor or administrator, which arises under this law or any rule or order hereunder after the consent has been filed, with the same force and validity as if served personally on the person filing the consent. A person who has filed such a consent in connection with a previous registration under this law need not file another. Service may be made by leaving a copy of the process in the office of the commissioner but it is not effective unless (a) the plaintiff, who may be the commissioner in a suit, action, or proceeding instituted by him or her, forthwith sends notice of the service and a copy of the process by registered or certified mail to the defendant or respondent at his or her last address on file with the commissioner, and (b) the plaintiff’s affidavit of compliance with this section is filed in the case on or before the return day of the process, if any, or within such further time as the court allows.

history: (History: Amended by Stats. 2009, Ch. 140, Sec. 41. (AB 1164) Effective January 1, 2010.)

title: 4. SECURITIES


citation: CORP § 31156

text: No person shall publish in this state any advertisement offering a franchise subject to the registration requirements of this law unless a true copy of the advertisement has been filed in the office of the commissioner at least three business days prior to the first publication or such shorter period as the commissioner by rule or order may allow, or unless such advertisement has been exempted by rule of the commissioner.

title: 4. SECURITIES


citation: CORP § 31157

text: No person shall publish any advertisement concerning any franchise in this state after the commissioner finds that the advertisement contains any statement that is false or misleading or omits to make any statement necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading and so notifies the person in writing. Such notification may be given summarily without notice of hearing. At any time after the issuance of a notification under this section, the person desiring to use the advertisement may in writing request that the order be rescinded. Upon the receipt of such a written request, the matter shall be set down for hearing to commence within 15 business days after such receipt unless the person making the request consents to a later date. After such hearing, which shall be conducted in accordance with the provisions of Chapter 5 (commencing with Section 11500) of Part 1 of Division 3 of Title 2 of the Government Code, the commissioner shall determine whether to affirm and continue or to rescind such order, and the commissioner shall have all the powers granted under such act.

history: (History: Amended by Stats. 1973, Ch. 539.)

title: 4. SECURITIES


citation: CORP § 31158

text:
(a) Notwithstanding any other law, the commissioner may by rule or order prescribe circumstances under which to accept electronic records or electronic signatures. This section does not require the commissioner to accept electronic records or electronic signatures.

(b) For purposes of this section, the following terms have the following meanings:

(1) “Electronic record” means an initial registration application, registration renewal statement, preeffective amendment, posteffective amendment, or material modification and any other record created, generated, sent, communicated, received, or stored by electronic means. “Electronic record” also includes, but is not limited to, all of the following:

(A) An application, amendment, supplement, and exhibit, filed for any registration, order, license, consent, or other authority.

(B) A financial statement, report, or advertising.

(C) An order, license, consent, or other authority.

(D) A notice of public hearing, accusation, and statement of issues in connection with any application, registration, order, license, consent, or other authority.

(E) A proposed decision of a hearing officer and a decision of the commissioner.

(F) The transcripts of a hearing.

(G) A release, newsletter, interpretive opinion, determination, or specific ruling.

(H) Correspondence between a party and the commissioner directly relating to any document listed in subparagraphs (A) to (G), inclusive.

(2) “Electronic signature” means an electronic sound, symbol, or process attached to or logically associated with an electronic record and executed or adopted by a person with the intent to sign the electronic record.

(c) The Legislature finds and declares that the Department of Financial Protection and Innovation has continuously implemented methods to accept records filed electronically, including broker-dealer and investment adviser applications, and is encouraged to continue to expand its use of electronic filings to the extent feasible, as budget, resources, and equipment are made available to accomplish that goal.

history: (History: Amended by Stats. 2022, Ch. 452, Sec. 92. (SB 1498) Effective January 1, 2023.)

title: 4. SECURITIES


citation: CORP § 31200

text: It is unlawful for any person willfully to make any untrue statement of a material fact in any application, notice or report filed with the commissioner under this law, or willfully to omit to state in any such application, notice, or report any material fact which is required to be stated therein, or fail to notify the commissioner of any material change as required by Section 31123.

title: 4. SECURITIES

chapter: 1. Fraudulent Practices

path: 4. SECURITIES > 5. FRANCHISE INVESTMENT LAW > 1. Fraudulent Practices


citation: CORP § 31201

text: It is unlawful for any person to offer or sell a franchise in this state by means of any written or oral communication not enumerated in Section 31200 which includes an untrue statement of a material fact or omits to state a material fact necessary in order to make the statements made, in the light of the circumstances under which they were made, not misleading.

title: 4. SECURITIES


citation: CORP § 31202

text: It is unlawful for any person willfully to make any untrue statement of a material fact in any statement required to be disclosed in writing pursuant to Section 31101, or willfully to omit to state in any such statement any material fact which is required to be stated therein.

title: 4. SECURITIES


citation: CORP § 31203

text: It is unlawful for any person to violate any order of the commissioner or condition to the effectiveness of the registration of the offer or sale of franchises.

title: 4. SECURITIES


citation: CORP § 31204

text:
(a) It is unlawful for any person to knowingly alter, destroy, mutilate, conceal, cover up, falsify, or make a false entry in any record, document, or tangible object with the intent to impede, obstruct, or influence the administration or enforcement of any provision of this division.

(b) It is unlawful for any person to knowingly make an untrue statement to the commissioner during the course of licensing, investigation, or examination, with the intent to impede, obstruct, or influence the administration or enforcement of any provision of this division.

history: (History: Added by Stats. 2007, Ch. 101, Sec. 13. Effective January 1, 2008.)

title: 4. SECURITIES


citation: CORP § 31210

text:
It is unlawful for any person to effect or attempt to effect a sale of a franchise in this state, except in transactions exempted under Chapter 1 (commencing with Section 31100) of Part 2 of this division, unless that person is any of the following:

(a) Identified in Item 2 of a franchise disclosure document submitted with an application or amended application filed with the commissioner pursuant to Part 2 (commencing with Section 31100) of this division.

(b) Licensed by the Department of Real Estate as a real estate broker or real estate salesperson.

(c) Licensed by the commissioner as a broker-dealer or agent pursuant to the Corporate Securities Law of 1968.

(d) Registered as a franchise broker pursuant to Part 7 (commencing with Section 31520).

history: (History: Amended by Stats. 2024, Ch. 518, Sec. 2. (SB 919) Effective January 1, 2025.)

title: 4. SECURITIES

chapter: 2. Prohibited Practices

path: 4. SECURITIES > 5. FRANCHISE INVESTMENT LAW > 2. Prohibited Practices


citation: CORP § 31211

text: If in the opinion of the commissioner any person is acting in violation of Section 31210, the commissioner may order such person to desist and refrain from further activity. If, after such an order has been made, a request for a hearing is filed in writing by the person to whom such order was directed, a hearing shall be held in accordance with the provisions of Chapter 5 (commencing with Section 11500) of Part 1 of Division 3 of Title 2 of the Government Code, and the commissioner shall have all of the powers granted thereunder; unless such hearing is commenced within 15 business days after the request is made (or the person affected consents to a later date), such order shall be deemed rescinded.

title: 4. SECURITIES


citation: CORP § 31212

text: No franchisor shall refuse to grant a franchise, or refuse to provide financial assistance, to a franchisee or prospective franchisee that has been granted or provided to other similarly situated franchisees or prospective franchisees based solely on any characteristic of the franchisee or prospective franchisee, or any characteristic of the composition of the neighborhood or geographic area where the franchise is located or the proposed franchise would be located, listed or defined in subdivision (b) or (e) of Section 51 of the Civil Code. Nothing in this section shall be interpreted to prohibit a franchisor from granting a franchise to a prospective franchisee as part of a program to make franchises available to persons lacking the capital, training, business experience, or other qualifications ordinarily required of franchisees, or any other affirmative action program adopted by the franchisor.

history: (History: Added by Stats. 2022, Ch. 728, Sec. 9. (AB 676) Effective January 1, 2023.)

title: 4. SECURITIES


citation: CORP § 31220

text: It shall be a violation of this division for any franchisor, directly or indirectly, through any officer, agent or employee, to restrict or inhibit the right of franchisees to join a trade association or to prohibit the right of free association among franchisees for any lawful purposes. Notwithstanding Section 31410, a violation of this section shall not constitute a crime.

history: (History: Added by Stats. 1977, Ch. 510.)

title: 4. SECURITIES

chapter: 3. Unfair Practices

path: 4. SECURITIES > 5. FRANCHISE INVESTMENT LAW > 3. Unfair Practices


citation: CORP § 31221

text: It shall be a violation of this division for any franchisor, directly or indirectly, through any officer, agent, or employee, to violate the provisions of Section 31126.

history: (History: Added by Stats. 2022, Ch. 728, Sec. 10. (AB 676) Effective January 1, 2023.)

title: 4. SECURITIES


citation: CORP § 31300

text:
(a) Any person who offers or sells a franchise in violation of Section 31101, 31110, 31119, 31200, or 31202, or in violation of any provision of this division that provides an exemption from the provisions of Chapter 2 (commencing with Section 31110) of Part 2 or any portions of Part 2, shall be liable to the franchisee or subfranchisor, who may sue for damages caused thereby, and if the violation is willful, the franchisee may also sue for rescission, unless, in the case of a violation of Section 31200 or 31202, the defendant proves that the plaintiff knew the facts concerning the untruth or omission, or that the defendant exercised reasonable care and did not know, or, if they had exercised reasonable care, would not have known, of the untruth or omission.

(b) (1) Any franchise broker who offers or sells a franchise in violation of Part 7 (commencing with Section 31520) or Chapter 1 (commencing with Section 31200) of Part 3 shall be liable to the franchisee, who may sue for damages caused thereby.

(2) Any franchise broker who offers or sells a franchise in violation of Part 7 (commencing with Section 31520) or Chapter 1 (commencing with Section 31200) of Part 3 shall be liable to the franchisor, who may sue for damages or may assert claims of indemnity against the franchise broker caused by the violation, including, but not limited to, indemnity for any damages awarded in connection with rescission awarded to the franchisee.

history: (History: Amended by Stats. 2024, Ch. 518, Sec. 3. (SB 919) Effective January 1, 2025.)

title: 4. SECURITIES

chapter: 1. Civil Liability

path: 4. SECURITIES > 5. FRANCHISE INVESTMENT LAW > 1. Civil Liability


citation: CORP § 31301

text: Any person who violates Section 31201 shall be liable to any person (not knowing or having cause to believe that such statement was false or misleading) who, while relying upon such statement shall have purchased a franchise, for damages, unless the defendant proves that the plaintiff knew the facts concerning the untruth or omission or that the defendant exercised reasonable care and did not know, (or if he had exercised reasonable care would not have known) of the untruth or omission.

history: (History: Added by Stats. 1970, Ch. 1400.)

title: 4. SECURITIES


citation: CORP § 31302

text: Every person who directly or indirectly controls a person liable under Section 31300 or 31301, every partner in a firm so liable, every principal executive officer or director of a corporation so liable, every person occupying a similar status or performing similar functions, every employee of a person so liable who materially aids in the act or transaction constituting the violation, are also liable jointly and severally with and to the same extent as such person, unless the other person who is so liable had no knowledge of or reasonable grounds to believe in the existence of the facts by reason of which the liability is alleged to exist.

title: 4. SECURITIES


text:
(a) Any person who violates Section 31220 may be sued in the superior court in the county in which the defendant resides or where a franchise affected by the violation does business, for temporary and permanent injunctive relief and for damages, if any, and the costs of suit, including reasonable attorneys’ fees. A plaintiff shall not be required to allege or prove that actual damages have been suffered in order to obtain injunctive relief.

(b) No action shall be maintained to enforce any liability created under Section 31220 unless brought before the expiration of two years after the violation upon which it is based or the expiration of one year after the discovery by the plaintiff of the facts constituting such violation, whichever occurs first.

title: 4. SECURITIES


citation: CORP § 31303

text: No action shall be maintained to enforce any liability created under Section 31300 unless brought before the expiration of four years after the act or transaction constituting the violation, the expiration of one year after the discovery by the plaintiff of the fact constituting the violation, or 90 days after delivery to the franchisee of a written notice disclosing any violation of Section 31110 or 31200, which notice shall be approved as to form by the commissioner, whichever shall first expire.

title: 4. SECURITIES


citation: CORP § 31304

text: No action shall be maintained to enforce any liability created under Section 31301 unless brought before the expiration of two years after the violation upon which it is based, expiration of one year after the discovery by the plaintiff of the facts constituting such violation, or 90 days after delivery to the franchisee of a written notice disclosing any violation of Section 31201 or 31202 which notice shall be approved as to form by the commissioner, whichever shall first expire.

title: 4. SECURITIES


citation: CORP § 31305

text: Every cause of action under this chapter survives the death of any person who might have been a plaintiff or defendant.

title: 4. SECURITIES


citation: CORP § 31306

text: Nothing in this chapter shall limit any liability which may exist by virtue of any other statute or under common law if this law were not in effect.

history: (History: Amended by Stats. 2022, Ch. 728, Sec. 11. (AB 676) Effective January 1, 2023.)

title: 4. SECURITIES


citation: CORP § 31400

text:
(a) Whenever it appears to the commissioner that any person has engaged or is about to engage in any act or practice constituting a violation of any provision of this law or any rule or order hereunder, the commissioner may in the commissioner’s discretion bring an action, or the commissioner may request the Attorney General to bring an action in the name of the people of the State of California, in the superior court to enjoin the acts or practices or to enforce compliance with this law or any rule or order hereunder. Upon a proper showing a permanent or preliminary injunction, restraining order or writ of mandate shall be granted and a receiver or conservator may be appointed for the defendant or the defendant’s assets.

(b) If the commissioner determines it is in the public interest, the commissioner may include in any action authorized by subdivision (a) a claim for ancillary relief, including, but not limited to, a claim for restitution or disgorgement or damages on behalf of the persons injured by the act or practice constituting the subject matter of the action, and the court shall have jurisdiction to award that additional relief.

history: (History: Amended by Stats. 1986, Ch. 698, Sec. 5.)

title: 4. SECURITIES

chapter: 2. Powers of the Commissioner

path: 4. SECURITIES > 5. FRANCHISE INVESTMENT LAW > 2. Powers of the Commissioner


text: In any proceeding under Section 31400, the court may prohibit, conditionally or unconditionally, and permanently or for such period of time as it shall determine, any person who violated Section 31200, 31201, or 31202 from acting as an officer or director of any franchisor if the person’s conduct demonstrates unfitness to serve as an officer or director of the franchisor.

history: (History: Added by Stats. 2007, Ch. 101, Sec. 14. Effective January 1, 2008.)

title: 4. SECURITIES


citation: CORP § 31401

text:
(a) The commissioner may in his discretion (1) make such public or private investigations within or outside of this state as he deems necessary to determine whether any person has violated or is about to violate any provision of this law or any rule or order hereunder or to aid in the enforcement of this law or in the prescribing of rules and forms hereunder, and (2) publish information concerning the violation of this law or any rule or order hereunder.

(b) For the purpose of any investigation or proceeding under this law, the commissioner or any officer designated by him may administer oaths and affirmations, subpoena witnesses, compel their attendance, take evidence, and require the production of any books, papers, correspondence, memoranda, agreements, or other documents or records which the commissioner deems relevant or material to the inquiry.

(c) In case of contumacy by, or refusal to obey a subpoena issued to, any person, the superior court, upon application by the commissioner, may issue to the person an order requiring him to appear before the commissioner, or the officer designated by him, there to produce documentary evidence, if so ordered, or to give evidence touching the matter under investigation or in question. Failure to obey the order of the court may be punished by the court as a contempt.

(d) No person is excused from attending and testifying or from producing any document or record before the commissioner, or in obedience to the subpoena of the commissioner or any officer designated by him, or in any proceeding instituted by the commissioner, on the ground that the testimony or evidence (documentary or otherwise) required of him may tend to incriminate him or subject him to a penalty or forfeiture; but no individual may be prosecuted or subjected to any penalty or forfeiture for or on account of any transaction, matter, or thing concerning which he is compelled, after validly claiming his privilege against self-incrimination, to testify or produce evidence (documentary or otherwise), except that the individual testifying is not exempt from prosecution and punishment for perjury or contempt committed in testifying.

title: 4. SECURITIES


citation: CORP § 31402

text:
If, in the opinion of the commissioner, the offer of any franchise is subject to registration under this law and it is being, or it has been, offered for sale without the offer first being registered, the commissioner may order the franchisor or offeror of that franchise to desist and refrain from the further offer or sale of that franchise unless and until the offer has been duly registered under this law. If, after that order has been made, a request for a hearing is filed in writing within 60 days from the date of service of the order by the person to whom the order was directed, a hearing shall be held in accordance with Chapter 5 (commencing with Section 11500) of Part 1 of Division 3 of Title 2 of the Government Code, and the commissioner shall have all of the powers granted under that chapter. Unless that hearing is commenced within 15 business days after the request is made (or the person affected consents to a later date), the order shall be deemed rescinded.

If that person fails to file a written request for a hearing within 60 days from the date of service of the order, the order shall be deemed a final order of the commissioner and shall not be subject to review by any court or agency, notwithstanding Section 31501.

history: (History: Amended by Stats. 2004, Ch. 458, Sec. 8. Effective September 10, 2004. Operative January 1, 2005, by Sec. 19 of Ch. 458.)

title: 4. SECURITIES


citation: CORP § 31403

text:
If, in the opinion of the commissioner, the offer of any franchise exempt from registration under this law is being or has been offered for sale without complying with Section 31201, or any other provision that provides an exemption from Chapter 2 (commencing with Section 31110) of Part 2, the commissioner may order the franchisor or offeror of the franchise to desist and refrain from the further offer or sale of the franchise unless and until the offer is made in compliance with this law. If, after that order has been made, a request for a hearing is filed in writing within 60 days from the date of service of the order by the person to whom the order was directed, a hearing shall be held in accordance with Chapter 5 (commencing with Section 11500) of Part 1 of Division 3 of Title 2 of the Government Code and the commissioner shall have all of the powers granted under that chapter. Unless that hearing is commenced within 15 business days after the request is made, or the person affected consents to a later date, the order shall be deemed rescinded.

If that person fails to file a written request for a hearing within 60 days from the date of service of the order, the order shall be deemed a final order of the commissioner and shall not be subject to review by any court or agency, notwithstanding Section 31501.

history: (History: Amended by Stats. 2004, Ch. 458, Sec. 9. Effective September 10, 2004. Operative January 1, 2005, by Sec. 19 of Ch. 458.)

title: 4. SECURITIES


citation: CORP § 31404

text: The commissioner may refer evidence that is available concerning any violation of this law or of any rule or order hereunder to the district attorney of the county in which the violation occurred, who may, with or without such a reference, institute appropriate criminal proceedings under this law. Upon request of the district attorney, the commissioner and the counsel, deputies, or assistants of the commissioner may assist the district attorney in presenting the law or facts at the trial.

history: (History: Amended by Stats. 1984, Ch. 936, Sec. 1.)

title: 4. SECURITIES


citation: CORP § 31405

text:
(a) Any person who violates any provision of this law, or who violates any rule or order made under this law, shall be liable for a civil penalty not to exceed ten thousand dollars ($10,000) for each violation, which shall be assessed and recovered in a civil action brought in the name of the people of the State of California by the commissioner in any court of competent jurisdiction.

(b) As applied to the penalties for acts in violation of this division, the remedies provided by this section and by other sections of this division are not exclusive, and may be sought and employed in any combination to enforce the provisions of this division.

(c) No action shall be maintained to enforce any liability created under subdivision (a) unless brought before the expiration of four years after the act or transaction constituting the violation.

history: (History: Amended by Stats. 2004, Ch. 458, Sec. 10. Effective September 10, 2004. Operative January 1, 2005, by Sec. 19 of Ch. 458.)

title: 4. SECURITIES


citation: CORP § 31406

text:
(a) If, upon inspection or investigation, based upon a complaint or otherwise, the commissioner has cause to believe that a person is violating or has violated any provision of this division or any rule or order promulgated pursuant to this division, the commissioner may issue a citation to that person in writing describing with particularity the basis of the citation. Each citation may contain an order to desist and refrain and an assessment of an administrative penalty not to exceed two thousand five hundred dollars ($2,500) per violation and shall contain reference to this section, including the provisions of subdivision (c). All penalties collected under this section shall be deposited in the State Corporations Fund.

(b) The sanctions authorized under this section shall be separate from, and in addition to, all other administrative, civil, or criminal remedies.

(c) If within 60 days from the receipt of the citation, the person cited fails to notify the commissioner that the person intends to request a hearing as described in subdivision (d), the citation shall be deemed final.

(d) Any hearing under this section shall be conducted in accordance with Chapter 5 (commencing with Section 11500) of Part 1 of Division 3 of Title 2 of the Government Code.

(e) After the exhaustion of the review procedures provided for in this section, the commissioner may apply to the appropriate superior court for a judgment in the amount of the administrative penalty and order compelling the cited person to comply with the order of the commissioner. The application shall include a certified copy of the final order of the commissioner and shall constitute a sufficient showing to warrant the issuance of the judgment and order.

history: (History: Amended by Stats. 2022, Ch. 188, Sec. 5. (AB 2433) Effective January 1, 2023.)

title: 4. SECURITIES


citation: CORP § 31407

text:
(a) If, after examination or investigation, the commissioner has reasonable grounds to believe that any person is conducting or has conducted business in violation of any provision of this division or related rule or order binding upon it, the commissioner may, by written order addressed to the person, direct the discontinuance of the violation. The order shall be effective immediately, but shall not become final except in accordance with subdivision (b).

(b) An order issued pursuant to this section shall not become final except after notice to the affected person of the commissioner’s intention to make the order final and of the reasons for the finding. The commissioner shall also notify the person that upon receiving a request the matter shall be set for hearing to commence within 15 business days after receipt of the request. The person may consent to have the hearing commence at a later date. If no hearing is requested within 60 days after the mailing or service of the required notice, and none is ordered by the commissioner, the order may become final without a hearing and that person shall immediately discontinue the practices named in the order. If a hearing is requested or ordered it shall be held in accordance with Chapter 5 (commencing with Section 11500) of Part 1 of Division 3 of Title 2 of the Government Code, and the commissioner shall have all of the powers granted under that chapter. If, upon the conclusion of the hearing, it appears to the commissioner that the person is violating or has violated any provision of this division or any related rule or order binding upon it, the commissioner shall make the order of discontinuance final and the person shall immediately discontinue the practices named in the order.

history: (History: Amended by Stats. 2022, Ch. 188, Sec. 6. (AB 2433) Effective January 1, 2023.)

title: 4. SECURITIES


citation: CORP § 31408

text:
(a) If the commissioner determines it is in the public interest, the commissioner may include in any administrative action brought under this division, including a stop order, a claim for ancillary relief, including, but not limited to, a claim for rescission, restitution or disgorgement or damages on behalf of the persons injured by the act or practice constituting the subject matter of the action, and the administrative law judge shall have jurisdiction to award additional relief. The person affected may be required to attend remedial education, as directed by the commissioner.

(b) In an administrative action brought under this part the commissioner is entitled to recover costs, which in the discretion of the administrative law judge may include any amount representing reasonable attorney’s fees and investigative expenses for the services rendered, for deposit into the State Corporations Fund for the use of the Department of Financial Protection and Innovation.

history: (History: Amended by Stats. 2022, Ch. 452, Sec. 93. (SB 1498) Effective January 1, 2023.)

title: 4. SECURITIES


citation: CORP § 31410

text: Any person who willfully violates any provision of this law, or who willfully violates any rule or order under this law, shall upon conviction be fined not more than one hundred thousand dollars ($100,000) or imprisoned pursuant to subdivision (h) of Section 1170 of the Penal Code, or in a county jail for not more than one year, or be punished by both that fine and imprisonment; but no person may be imprisoned for the violation of any rule or order if he or she proves that he or she had no knowledge of the rule or order.

history: (History: Amended by Stats. 2011, Ch. 15, Sec. 53. (AB 109) Effective April 4, 2011. Operative October 1, 2011, by Sec. 636 of Ch. 15, as amended by Stats. 2011, Ch. 39, Sec. 68.)

title: 4. SECURITIES

chapter: 3. Crimes

path: 4. SECURITIES > 5. FRANCHISE INVESTMENT LAW > 3. Crimes


citation: CORP § 31411

text: Any person who willfully employs, directly or indirectly, any device, scheme, or artifice to defraud in connection with the offer or sale of any franchise or willfully engages, directly or indirectly, in any act, practice, or course of business which operates or would operate as a fraud or deceit upon any person in connection with the offer, purchase, or sale of any franchise shall upon conviction be fined not more than one hundred thousand dollars ($100,000) or imprisoned pursuant to subdivision (h) of Section 1170 of the Penal Code, or in a county jail for not more than one year, or be punished by both that fine and imprisonment.

history: (History: Amended by Stats. 2011, Ch. 15, Sec. 54. (AB 109) Effective April 4, 2011. Operative October 1, 2011, by Sec. 636 of Ch. 15, as amended by Stats. 2011, Ch. 39, Sec. 68.)

title: 4. SECURITIES


citation: CORP § 31412

text: Nothing in this law limits the power of the state to punish any person for any conduct which constitutes a crime under any other statute.

title: 4. SECURITIES


citation: CORP § 31420

text: When any person, including any nonresident of this state, engages in conduct prohibited or made actionable by this law or any rule or order hereunder, whether or not he has filed a consent to service of process under Section 31155, and personal jurisdiction over him cannot otherwise be obtained in this state, that conduct shall be considered equivalent to his appointment of the commissioner or his successor in office to be his attorney to receive service of any lawful process in any noncriminal suit, action, or proceeding against him or his successor, executor, or administrator which grows out of that conduct and which is brought under this law or any rule or order hereunder, with the same force and validity as if served on him personally. Service may be made by leaving a copy of the process in the office of the commissioner, but it is not effective unless (a) the plaintiff, who may be the commissioner in a suit, action, or proceeding instituted by him, forthwith sends notice of the service and a copy of the process by registered or certified mail to the defendant or respondent at his last known address or takes other steps which are reasonably calculated to give actual notice, and (b) the plaintiff’s affidavit of compliance with this section is filed in the case on or before the return day of the process, if any, or within such further time as the court allows.

title: 4. SECURITIES

chapter: 4. Service of Process

path: 4. SECURITIES > 5. FRANCHISE INVESTMENT LAW > 4. Service of Process


citation: CORP § 31500

text:
(a) The commissioner shall charge and collect the fees fixed by this section. All fees and charges collected under this section shall be transmitted to the Treasurer at least weekly, accompanied by a detailed statement thereof and shall be credited to the Financial Protection Fund.

(b) The fee for filing an application for registration of the offer of franchises under Section 31111 is one thousand eight hundred sixty-five dollars ($1,865).

(c) The fee for filing an application for renewal of a registration under Section 31121 is one thousand two hundred forty-five dollars ($1,245).

(d) The fee for filing an amendment to the application filed under Section 31111 or 31121 after the effective date of the registration of the offer of franchises, is fifty dollars ($50).

(e) The fee for filing an application for material modification under Section 31125 is fifty dollars ($50), whether or not it accompanies an application under Section 31111 or 31121.

(f) The fee for filing the initial notice of exemption under Section 31101 is one thousand two hundred forty-five dollars ($1,245) and the fee for filing each consecutive subsequent notice of exemption under these provisions is four hundred fifteen dollars ($415).

(g) The fee for filing an application for approval of a written notice of violation under Section 31303 or 31304 is one thousand eight hundred sixty-five dollars ($1,865).

(h) The fee for filing an application for registration as a franchise broker under Part 7 (commencing with Section 31520) is four hundred fifty dollars ($450).

(i) The fee for filing an application for amendment of a registration as a franchise broker under Part 7 (commencing with Section 31520) is fifty dollars ($50).

history: (History: Amended by Stats. 2025, Ch. 20, Sec. 6. (AB 137) Effective June 30, 2025.)

part: 5. ADMINISTRATION

title: 4. SECURITIES

path: 4. SECURITIES > 5. FRANCHISE INVESTMENT LAW > 4. Service of Process > 5. ADMINISTRATION


citation: CORP § 31501

text: Every final order, decision, license, or other official act of the commissioner is subject to judicial review in accordance with law.

title: 4. SECURITIES


citation: CORP § 31502

text: The commissioner may from time to time make, amend and rescind such rules, forms, and orders as are necessary to carry out the provisions of this law, including rules and forms governing applications and reports, and defining any terms, whether or not used in this law, insofar as the definitions are not inconsistent with the provisions of this law.

title: 4. SECURITIES


citation: CORP § 31503

text: All rules of the commissioner, other than those relating solely to the internal administration of the Department of Financial Protection and Innovation, shall be made, amended, or rescinded in accordance with the provisions of Chapter 4.5 (commencing with Section 11371) of Part 1 of Division 3 of Title 2 of the Government Code.

history: (History: Amended by Stats. 2022, Ch. 452, Sec. 94. (SB 1498) Effective January 1, 2023.)

title: 4. SECURITIES


citation: CORP § 31504

text:
(a) All applications, reports and other papers and documents filed with the commissioner under this law shall be open to public inspection, except that the commissioner may, in his discretion, withhold from public inspection any information the disclosure of which is, in the judgment of the commissioner, not necessary in the public interest or for the protection of investors. The commissioner may publish any information filed with him or obtained by him, if, in the judgment of the commissioner, such action is in the public interest. No provision of this law authorizes the commissioner or any of his assistants, clerks, or deputies to disclose any information withheld from public inspection except among themselves or when necessary or appropriate in a proceeding or investigation under this law or to other federal or state regulatory agencies. No provision of this law either creates or derogates from any privilege which exists at common law or otherwise when documentary or other evidence is sought under a subpoena directed to the commissioner or any of his assistants, clerks, or deputies.

(b) It is unlawful for the commissioner or any of his assistants, clerks, or deputies to use for personal benefit any information which is filed with or obtained by the commissioner and which is not then generally available to the public.

title: 4. SECURITIES


citation: CORP § 31505

text: Upon request and at such reasonable charges as he prescribes by rule, the commissioner shall furnish to any person photostatic or other copies (certified under his seal of office if requested) of any document which is retained as a matter of public record, except that he shall not charge or collect any fee for photostatic or other copies of any document furnished to public officers for use in their official capacity. In any judicial proceeding or prosecution, any copy so certified is prima facie evidence of the contents of the document certified.

title: 4. SECURITIES


citation: CORP § 31506

text:
(a) The commissioner may destroy any applications or orders, together with the files and folders, as useless or obsolete, four years after the date of filing or issuance, with the approval of the Department of General Services; provided that a permanent record shall be maintained of any disciplinary action taken by the commissioner.

(b) Copies on microfilm or in other form which may be retained by the commissioner in his discretion of any records destroyed under this section shall be accepted for all purposes as equivalent to the original when certified by the commissioner.

title: 4. SECURITIES


citation: CORP § 31510

text: The commissioner in his discretion may honor requests from interested persons for interpretive opinions.

part: 6. GENERAL PROVISIONS

title: 4. SECURITIES

path: 4. SECURITIES > 5. FRANCHISE INVESTMENT LAW > 4. Service of Process > 6. GENERAL PROVISIONS


citation: CORP § 31511

text: No provision of this law imposing any liability applies to any act done or omitted in good faith in conformity with any rule, form, order, or any written interpretive opinion of the commissioner, or any opinion of the Attorney General, notwithstanding that the rule, form, order, or written interpretive opinion may later be amended or rescinded or be determined by judicial or other authority to be invalid for any reason.

title: 4. SECURITIES


citation: CORP § 31512

text: Any condition, stipulation or provision purporting to bind any person acquiring any franchise to waive compliance with any provision of this law or any rule or order hereunder is void.

title: 4. SECURITIES


text:
Any provision of a franchise agreement, franchise disclosure document, acknowledgment, questionnaire, or other writing, including any exhibit thereto, disclaiming or denying any of the following shall be deemed contrary to public policy and shall be void and unenforceable:

(a) Representations made by the franchisor or its personnel or agents to a prospective franchisee.

(b) Reliance by a franchisee on any representations made by the franchisor or its personnel or agents.

(c) Reliance by a franchisee on the franchise disclosure document, including any exhibit thereto.

(d) Violations of any provision of this division.

history: (History: Added by Stats. 2022, Ch. 728, Sec. 12. (AB 676) Effective January 1, 2023.)

title: 4. SECURITIES


citation: CORP § 31513

text: Whenever a person is entitled under this law to a hearing in accordance with the provisions of Chapter 5 (commencing with Section 11500) of Part 1 of Division 3 of Title 2 of the Government Code, a formal hearing before the Department of Financial Protection and Innovation may be substituted with the consent of such person and of the commissioner for such hearing before an independent hearing officer; and in that case after such hearing before the Department of Financial Protection and Innovation such person shall not be entitled to any further administrative remedy.

history: (History: Amended by Stats. 2022, Ch. 452, Sec. 95. (SB 1498) Effective January 1, 2023.)

title: 4. SECURITIES


citation: CORP § 31514

text: If any provision of this law or the application thereof to any person or circumstance is held invalid, the invalidity shall not affect other provisions or applications of this law which can be given effect without the invalid provision or application, and to this end the provisions of this law are declared to be severable.

history: (History: Added by Stats. 1970, Ch. 1400.)

title: 4. SECURITIES


citation: CORP § 31515

text: Prior law exclusively governs all suits, actions, prosecutions or proceedings which are pending or may be initiated on the basis of facts or circumstances occurring before the effective date of this law.

title: 4. SECURITIES


citation: CORP § 31516

text: Nothing in this law is intended to preclude the applicability of the Real Estate Law, Part 1 (commencing with Section 10000), Division 4 of the Business and Professions Code, to any sale or lease of real property.

title: 4. SECURITIES


citation: CORP § 31520

text:
(a) A franchise broker shall register by filing online all of the following with the commissioner:

(1) A completed Uniform Franchise Broker Disclosure Document, as created and modified by the commissioner, that is signed and verified as true and correct by the filer.

(2) Any additional documents or exhibits prescribed by the commissioner.

(3) The required registration fee, as set forth in Section 31500.

(4) Copies of financial securities and insurance policies the commissioner requires the franchise broker to obtain and maintain.

(b) Subject to Section 31522, the registration shall be effective upon filing a complete application, including all required documents, and paying all applicable fees.

(c) Subject to Section 31522, a registration pursuant to this section shall expire on December 31 of the year in which the registration became effective.

history: (History: Added by Stats. 2024, Ch. 518, Sec. 5. (SB 919) Effective January 1, 2025. Conditionally operative on or after July 1, 2026, pursuant to Sec. 31528)

part: 7. FRANCHISE BROKERS

title: 4. SECURITIES

path: 4. SECURITIES > 5. FRANCHISE INVESTMENT LAW > 4. Service of Process > 7. FRANCHISE BROKERS


citation: CORP § 31521

text:
(a) A registered franchise broker shall promptly notify the commissioner in writing by an application to amend the registration of any material change in the information contained in the latest Uniform Franchise Broker Disclosure Document filed by the franchise broker.

(b) The commissioner may by rule further define what shall be considered a material change for those purposes, and the circumstances under which an amended Uniform Franchise Broker Disclosure Document must be filed.

(c) The commissioner may issue a stop order pursuant to Section 31522 if the commissioner finds that any of the material changes provided pursuant to this section constitute a failure to comply with any of the provisions of this division or any rule issued by the commissioner pertaining to this division.

title: 4. SECURITIES


citation: CORP § 31522

text:
(a) The commissioner may summarily issue a stop order suspending or revoking any registration under this part if the commissioner finds that the franchise broker has failed to comply with any of the provisions of this division or any rule issued by the commissioner pertaining to this division.

(b) A franchise broker shall not offer or sell a franchise in this state while a stop order issued pursuant to subdivision (a) is in effect.

(c) Upon issuance of a stop order, the commissioner shall promptly provide a notice to the franchise broker that contains all of the following:

(1) Notice that the stop order has been issued.

(2) The reasons for issuance of the stop order.

(3) Notice that the matter will be set for hearing within 15 business days after the commissioner receives a written request for hearing from the franchise broker, unless the franchise broker consents to a later date.

(d) The commissioner may modify, vacate, or extend a stop order until there has been a final determination of the matter at the hearing.

(e) A hearing under this section shall be conducted pursuant to Chapter 5 (commencing with Section 11500) of Part 1 of Division 3 of Title 2 of the Government Code, and the commissioner shall have all the powers granted under those provisions.

(f) If the franchise broker does not request a hearing within 30 days after receipt of the notice required by subdivision (c), the stop order shall remain in effect until it is modified or vacated by the commissioner.

title: 4. SECURITIES


citation: CORP § 31523

text: A registered franchise broker offering a franchise for sale in this state shall keep and maintain a complete set of books, records, and accounts of that offer for a period of five calendar years.

title: 4. SECURITIES


citation: CORP § 31524

text:
A registered franchise broker is subject to, and shall comply with, all of the following:

(a) Section 31154.

(b) Section 31155.

(c) Section 31156.

(d) Section 31157.

(e) Section 31158.

title: 4. SECURITIES


citation: CORP § 31525

text:
(a) It is unlawful for a franchise broker to offer or sell a franchise in this state unless the franchise broker is registered pursuant to this part.

(b) For purposes of this section, an offer or sale of a franchise is made in this state if any of the following apply:

(1) The prospective franchisee resides in this state.

(2) The prospective franchisee has its principal place of business in this state.

(3) The franchised business will be located in this state.

title: 4. SECURITIES


citation: CORP § 31526

text:
(a) It is unlawful for a franchise broker to communicate with a prospective franchisee about investing in a franchise opportunity that is subject to registration pursuant to this division unless the franchise broker first provides to the prospective franchisee a copy of the completed Uniform Franchise Broker Disclosure Document.

(b) A franchise broker may provide the Uniform Franchise Broker Disclosure Document to a prospective franchisee through electronic means, subject to any requirements or conditions imposed by the commissioner.

title: 4. SECURITIES


citation: CORP § 31527

text:
For purposes of this part, the Uniform Franchise Broker Disclosure Document shall contain all of the following information:

(a) A franchise broker cover page, as created and modified by the commissioner, that contains standardized language regarding franchise brokers, including, but not limited to, all of the following:

(1) The types of sellers.

(2) The franchise brokers’ role in the franchise sales process.

(3) Services a franchise broker might provide.

(4) Different ways a franchise broker might be compensated for its services.

(5) Examples of questions a prospective franchisee might ask a franchise broker.

(b) All of the following information about the franchise broker:

(1) Legal name.

(2) Trade name.

(3) Year and state of formation.

(4) Principal place of business.

(5) Owners.

(6) Directors and officers.

(7) Contact information.

(8) The franchise broker’s broker network or franchise sales organization.

(c) The franchise broker’s professional experience during the last five years, including, but not limited to, employers, principal positions, each position’s location, and the month and year of each position’s start date and end date.

(d) Administrative, civil, or criminal actions alleging that the franchise broker, or an owner, officer, or director of the franchise broker, violated any franchise, antitrust, or securities law, or committed fraud, unfair or deceptive practices, or similar violations, whether pending or resolved, within the last five years.

(e) The industries of the brands the franchise broker represents and how many brands within each industry the franchise broker represents.

(f) A description of the services performed by the franchise broker.

(g) How the franchise broker is compensated, including, but not limited to, how the amount of any consideration the franchise broker receives is calculated.

(h) Whether a broker network, broker organization, or franchise sales organization may receive any additional consideration.

(i) The brands for whom the franchise broker sold a franchise anywhere in the United States or its territories during the last calendar year for which the franchise broker received or is entitled to receive compensation, including, but not limited to, the total number of units sold for the brand.

title: 4. SECURITIES


citation: CORP § 31528

text: The implementation of this part is contingent upon an appropriation for its purposes by the Legislature in the annual Budget Act or other statute. This part shall become operative on the later of: (1) July 1, 2026, or (2) the first anniversary of the date on which the appropriation is made.

history: (History: Added by Stats. 2024, Ch. 518, Sec. 5. (SB 919) Effective January 1, 2025.)

title: 4. SECURITIES


text: The following acts and sections are repealed:GENERAL LAWSYear: Ch: PageYear: Ch: PageYear: Ch: PageSecs. 1-32, incl. and1858:298:2641865- 6:478:620 175-184, incl. of1859: 98: 931867- 8:208:2011850:128:3471862: 23: 171867- 8:255:2681852:100:1721863: 94:1011867- 8:288:3101853: 65: 871863:140:1731867- 8:326:3721853:175:2741863:248:3241867- 8:534:7081854: 22:148 (Spec.)1863:303:4021869-70: 35: 401855: 1: 11863-4:120:1091869-70:116:1071857: 80: 751863-4:294:3021869-70:165:2291857:110:1211863-4:295:3031869-70:553:8221857:189:2081865-6: 54: 371869-70:578:8811858: 68: 571865-6:118:1001871- 2: 44: 451858: 99: 801865-6:270:3041871- 2:225:3001858:181:1331865-6:376:4581871- 2:318:432Corporations formed and existing before 12 o’clock, noon, of January 1, 1873, which have not elected to continue their existence under the provisions of the Civil Code repealed by this code or under this code are not affected by the repeal of any act or section by this section. The acts and sections repealed by this section continue to apply to all such corporations, notwithstanding their repeal by this section.

history: (History: Enacted by Stats. 1947, Ch. 1038.)

title: 10. REPEALS

path: 10. REPEALS


text: The following acts and sections are repealed:GENERAL LAWSYear:Ch:PageYear:Ch:PageYear: Ch: Page1871-2:566:8261877-8:450:6951915:190: 4221873-4:216:3201877-8:561:8831931:862:1762Secs. 1, 2, 3, 5, 14 of 1873-4:340: 4991895:183 :2211931:866:18381901: 93 :1081931:871:18471875-6:456:6531913:336 :6801935:289:1006CIVIL CODESectionsSectionsSections277317330.10278318330.11279319330.12280320330.13281320a330.15285320b330.16287320c330.17288320d330.18290321330.19291321a330.20292321b330.21293322330.22294322a330.23295323332296324333297325334297a325a334a298326335299326a336300a326b337300b327338301328339302328a340303328b341304328c342305328d342a306328e342b307328f343307a329343b307b330344308330.1345309330.2346310330.3346a311330.4346b312330.5346c313330.6347314330.7348315330.8348a316330.9348b348c402601352402a602353403603354403a604355403b605356403c605a357403d605b358404605c359404a605d361404b605dd361a404c605e361b405605g362405a605h362a406605i362b406a605j362c406b605k362d407605l363408605m364409605n365411606366412607367413607a368591607b369592607c370592a653.1370a592b653.2371592c653.3372592d653.5373592e653.6374593653.7375593a653.8399594653.9399a594.5653.10400595653.11400a596653.12401597653.13401a598653.14401c599653.15600653.16PENAL CODESectionsSectionsSections557559563558560564POLITICAL CODESectionsSectionsSections3666c3669cc3669d3669c

title: 10. REPEALS


text: The following acts and code sections are repealed:GENERAL LAWSYearCh:Page1869-70129123CIVIL CODESectionsSectionsSections2395242024812396242124822397242224832398242324842399242424852400242524862401242624872402242724882403242824892404242924902405243024912406243124922407243224932408243324942409243424952410243524962411243624972412243724982413243824992414243925002415247225012416247725022417247825032418247925042419248025052506PENAL CODESection358

history: (History: Added by Stats. 1949, Ch. 383.)

title: 10. REPEALS


text: The following acts and code sections are repealed:GENERAL LAWSYear: Ch: Page1911 :572 :10931933 :409 :10371933 :869 :22491945 :144 : 630CIVIL CODESectionsSections252325252524PENAL CODESectionsSections559564563568

title: 10. REPEALS


text: Chapter 183 of the Statutes of 1941 is repealed.

title: 10. REPEALS


text: The Corporate Securities Act (Chapter 532 of the Statutes of 1917) is repealed.

history: (History: Added by Stats. 1949, Ch. 384.)

title: 10. REPEALS


text: Chapter 784 of the Statutes of 1937 is repealed.

history: (History: Added by Stats. 1949, Ch. 385.)

title: 10. REPEALS


text: Chapter 1035 of the Statutes of 1945 is repealed.

history: (History: Added by Stats. 1949, Ch. 462.)

title: 10. REPEALS


text: Chapter 226 of the Statutes of 1923 is repealed.

history: (History: Added by Stats. 1949, Ch. 386.)

title: 10. REPEALS


kind: title

title: CORPORATIONS

path: 1. CORPORATIONS


kind: division

title: GENERAL CORPORATION LAW

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW


kind: chapter

title: General Provisions and Definitions

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 1. General Provisions and Definitions


title: Organization and Bylaws

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 2. Organization and Bylaws


title: Directors and Management

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 3. Directors and Management


title: Shares and Share Certificates

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 4. Shares and Share Certificates


title: Dividends and Reacquisitions of Shares

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 5. Dividends and Reacquisitions of Shares


title: Shareholders’ Meetings and Consents

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 6. Shareholders’ Meetings and Consents


title: Voting of Shares

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 7. Voting of Shares


title: Shareholder Derivative Actions

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 8. Shareholder Derivative Actions


title: Amendment of Articles

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 9. Amendment of Articles


title: Sales of Assets

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 10. Sales of Assets


title: Merger

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 11. Merger


title: Conversions

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 11.5. Conversions


title: Reorganizations

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 12. Reorganizations


title: Dissenters’ Rights

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 13. Dissenters’ Rights


path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 14. Bankruptcy Reorganizations and Arrangements


title: Records and Reports

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 15. Records and Reports


title: Rights of Inspection

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 16. Rights of Inspection


title: Service of Process

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 17. Service of Process


title: Involuntary Dissolution

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 18. Involuntary Dissolution


title: Voluntary Dissolution

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 19. Voluntary Dissolution


path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 20. General Provisions Relating to Dissolution


title: Foreign Corporations

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 21. Foreign Corporations


title: Crimes and Penalties

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 22. Crimes and Penalties


path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 22.5. Victims of Corporate Fraud Compensation Fund


title: Transition Provisions

path: 1. CORPORATIONS > 1. GENERAL CORPORATION LAW > 23. Transition Provisions


title: SOCIAL PURPOSE CORPORATIONS ACT

path: 1. CORPORATIONS > 1.5. SOCIAL PURPOSE CORPORATIONS ACT


title: General Provisions and Definitions

path: 1. CORPORATIONS > 1.5. SOCIAL PURPOSE CORPORATIONS ACT > 1. General Provisions and Definitions


title: Organization and Bylaws

path: 1. CORPORATIONS > 1.5. SOCIAL PURPOSE CORPORATIONS ACT > 2. Organization and Bylaws


title: Directors and Management

path: 1. CORPORATIONS > 1.5. SOCIAL PURPOSE CORPORATIONS ACT > 3. Directors and Management


title: Shares and Share Certificates

path: 1. CORPORATIONS > 1.5. SOCIAL PURPOSE CORPORATIONS ACT > 4. Shares and Share Certificates


title: Shareholder Derivative Actions

path: 1. CORPORATIONS > 1.5. SOCIAL PURPOSE CORPORATIONS ACT > 5. Shareholder Derivative Actions


title: Amendment of Articles

path: 1. CORPORATIONS > 1.5. SOCIAL PURPOSE CORPORATIONS ACT > 6. Amendment of Articles


title: Sales of Assets

path: 1. CORPORATIONS > 1.5. SOCIAL PURPOSE CORPORATIONS ACT > 7. Sales of Assets


title: Merger

path: 1. CORPORATIONS > 1.5. SOCIAL PURPOSE CORPORATIONS ACT > 8. Merger


title: Conversions

path: 1. CORPORATIONS > 1.5. SOCIAL PURPOSE CORPORATIONS ACT > 9. Conversions


title: Reorganizations

path: 1. CORPORATIONS > 1.5. SOCIAL PURPOSE CORPORATIONS ACT > 10. Reorganizations


title: Records and Reports

path: 1. CORPORATIONS > 1.5. SOCIAL PURPOSE CORPORATIONS ACT > 11. Records and Reports


title: NONPROFIT CORPORATION LAW

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW


kind: part

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 1. GENERAL PROVISIONS AND DEFINITIONS GOVERNING PARTS 1 THROUGH 5


title: NONPROFIT PUBLIC BENEFIT CORPORATIONS

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 2. NONPROFIT PUBLIC BENEFIT CORPORATIONS


title: Organization and Bylaws

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 1. Organization and Bylaws


kind: article

title: Title and Purposes

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 1. Organization and Bylaws > 1. Title and Purposes


title: Formation

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 1. Organization and Bylaws > 2. Formation


title: Articles of Incorporation

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 1. Organization and Bylaws > 3. Articles of Incorporation


title: Powers

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 1. Organization and Bylaws > 4. Powers


title: Bylaws

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 1. Organization and Bylaws > 5. Bylaws


path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 1. Organization and Bylaws > 6. Location and Inspection of Articles and Bylaws


title: Directors and Management

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 2. Directors and Management


title: General Provisions

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 2. Directors and Management > 1. General Provisions


path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 2. Directors and Management > 2. Selection, Removal and Resignation of Directors


title: Standards of Conduct

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 2. Directors and Management > 3. Standards of Conduct


title: Investments

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 2. Directors and Management > 4. Investments


title: Examination by Attorney General

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 2. Directors and Management > 5. Examination by Attorney General


title: Compliance With Internal Revenue Code

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 2. Directors and Management > 6. Compliance With Internal Revenue Code


title: Members

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 3. Members


title: Issuance of Memberships

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 3. Members > 1. Issuance of Memberships


title: Transfer of Memberships

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 3. Members > 2. Transfer of Memberships


title: Types of Memberships

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 3. Members > 3. Types of Memberships


title: Termination of Memberships

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 3. Members > 4. Termination of Memberships


path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 3. Members > 5. Rights and Obligations of Members and Creditors


title: Distributions

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 4. Distributions


title: Limitations

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 4. Distributions > 1. Limitations


title: Liability of Members

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 4. Distributions > 2. Liability of Members


title: Meetings and Voting

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 5. Meetings and Voting


title: General Provisions

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 5. Meetings and Voting > 1. General Provisions


path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 5. Meetings and Voting > 2. Additional Provisions Relating to Election of Directors


title: Voting of Memberships

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 6. Voting of Memberships


title: Members’ Derivative Actions

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 7. Members’ Derivative Actions


title: Amendment of Articles

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 8. Amendment of Articles


title: Sales of Assets

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 9. Sales of Assets


title: General Provisions

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 9. Sales of Assets > 1. General Provisions


title: Health Facilities

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 9. Sales of Assets > 2. Health Facilities


title: Mergers

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 10. Mergers


title: Merger

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 10. Mergers > 1. Merger


title: Effect of Merger

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 10. Mergers > 2. Effect of Merger


path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 11. Bankruptcy Reorganizations and Arrangements


path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 12. Required Filings by Corporation or Its Agent


path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 13. Records, Reports, and Rights of Inspection


title: General Provisions

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 13. Records, Reports, and Rights of Inspection > 1. General Provisions


path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 13. Records, Reports, and Rights of Inspection > 2. Required Records, Reports to Directors and Members


title: Rights of Inspection

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 13. Records, Reports, and Rights of Inspection > 3. Rights of Inspection


title: Service of Process

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 14. Service of Process


title: Involuntary Dissolution

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 15. Involuntary Dissolution


title: Voluntary Dissolution

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 16. Voluntary Dissolution


path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 17. General Provisions Relating to Dissolution


title: Crimes and Penalties

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 18. Crimes and Penalties


title: Foreign Corporations

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 19. Foreign Corporations


title: NONPROFIT MUTUAL BENEFIT CORPORATIONS

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 19. Foreign Corporations > 3. NONPROFIT MUTUAL BENEFIT CORPORATIONS


title: Organization and Bylaws

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 1. Organization and Bylaws


title: Title and Purposes

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 1. Organization and Bylaws > 1. Title and Purposes


title: Formation

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 1. Organization and Bylaws > 2. Formation


title: Articles of Incorporation

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 1. Organization and Bylaws > 3. Articles of Incorporation


title: Powers

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 1. Organization and Bylaws > 4. Powers


title: Bylaws

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 1. Organization and Bylaws > 5. Bylaws


path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 1. Organization and Bylaws > 6. Location and Inspection of Articles and Bylaws


title: Directors and Management

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 2. Directors and Management


title: General Provisions

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 2. Directors and Management > 1. General Provisions


path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 2. Directors and Management > 2. Selection, Removal and Resignation of Directors


title: Standards of Conduct

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 2. Directors and Management > 3. Standards of Conduct


title: Examination by Attorney General

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 2. Directors and Management > 4. Examination by Attorney General


title: Members

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 3. Members


title: Issuance of Memberships

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 3. Members > 1. Issuance of Memberships


title: Transfer of Memberships

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 3. Members > 2. Transfer of Memberships


title: Types of Memberships

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 3. Members > 3. Types of Memberships


title: Termination of Memberships

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 3. Members > 4. Termination of Memberships


path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 3. Members > 5. Rights and Obligations of Members and Creditors


title: Distributions

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 4. Distributions


title: Limitations

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 4. Distributions > 1. Limitations


title: Liability of Members

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 4. Distributions > 2. Liability of Members


title: Meetings and Voting

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 5. Meetings and Voting


title: General Provisions

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 5. Meetings and Voting > 1. General Provisions


path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 5. Meetings and Voting > 2. Additional Provisions Relating to Election of Directors


title: Voting of Memberships

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 6. Voting of Memberships


title: Members’ Derivative Actions

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 7. Members’ Derivative Actions


title: Amendment of Articles

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 8. Amendment of Articles


title: Sales of Assets

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 9. Sales of Assets


title: Mergers

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 10. Mergers


title: Merger

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 10. Mergers > 1. Merger


title: Effect of Merger

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 10. Mergers > 2. Effect of Merger


path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 11. Bankruptcy Reorganizations and Arrangements


path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 12. Required Filings by Corporation or Its Agent


path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 13. Records, Reports, and Rights of Inspection


title: General Provisions

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 13. Records, Reports, and Rights of Inspection > 1. General Provisions


path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 13. Records, Reports, and Rights of Inspection > 2. Required Records, Reports to Directors and Members


title: Rights of Inspection

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 13. Records, Reports, and Rights of Inspection > 3. Rights of Inspection


title: Service of Process

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 14. Service of Process


title: Involuntary Dissolution

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 15. Involuntary Dissolution


title: Voluntary Dissolution

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 16. Voluntary Dissolution


path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 17. General Provisions Relating to Dissolution


title: Crimes and Penalties

path: 1. CORPORATIONS > 2. NONPROFIT CORPORATION LAW > 18. Crimes and Penalties