Corporations sole, continuous existence.

§ 602a. Every corporation sole shall have continued succession and continuous existence during the term for which it is organized to exist, notwithstanding vacancies in the incumbency thereof, and during the period of any such vacancy such corporation sole shall have the same capacity and right to receive and take any gift, bequest, devise or conveyance of property, either as grantee for its own use, or as trustee, and to be or be made the beneficiary of a trust, as though there were no vacancy. No agency created by a corporation sole by a written instrument which in express terms provides that the agency thereby created shall not be terminated by a vacancy in the incumbency of such corporation, shall be terminated or affected by the death of the incumbent of such corporation or by a vacancy in the incumbency thereof, however caused.

Enacted March 21, 1907; stats. 1907, p. 836.

Churches and religious societies, how incorporated.

§ 603. Whenever the regulations, rules, or discipline of any church or religious society require, for the administration of the temporalities thereof, or for the management of the property or estate thereof, any diocese, synod, or district organization of such church or religious society may elect directors and become an incorporation in the manner prescribed in this title, and with all the powers and duties, and for the uses and purposes, in this title provided for benevolent or religious incorporations, and subject to all the conditions, limitations, and provisions in said title prescribed, except as otherwise provided in this section; provided, that directors of such incorporation may be elected, and that the by-laws for its government may be made and amended, by the convention, synod, or other representative body of such church or religious society, in and for such district, in accordance with the constitution, by-laws, discipline, or regulation thereof, at any regular meeting, or special meeting called for that purpose; and provided, the certificate of incorporation and of the election of directors to be filed shall be sufficiently signed and attested by the signature of the presiding officer and secretary of the representative convention, synod, or other such body, in which such election is held; and provided, all property held by such incorporation shall be in trust for the use, benefit, and purpose of the church or religious society by and for which such incorporation was formed, and in

and of which such diocese, synod, or other district is an organized or constituent part; and that the limitation in section five hundred and ninety-five shall not apply to corporations formed under this section, when the land is held or used for churches, hospitals, schools, colleges, asylums, parsonages, or cemetery purposes.

Enacted March 12, 1885; stats. 1885, p. 109.

Same.

114 Cal. 300; 128 Cal. 262.

§ 604. Any church or other religious association in this state, composed of two or more constituent parishes, missions, congregations, or societies, having a common convention, synod, council, or other representative legislative body, may be incorporated by such representative body under this part and subject to the provisions of this title, except as otherwise provided in this section. The representative body of such religious association electing to incorporate the same, shall determine the name of the proposed corporation, the purpose for which it is formed, the place where its principal business is to be transacted, the term for which it is to exist, and the number of its directors, and shall elect its directors for the first year. The articles of incorporation need only be signed and acknowledged by the presiding officer and secretary of such representative body, and in addition to the requirements of section two hundred and ninety, shall set forth the proceedings herein prescribed for said representative body, and that the same were duly had in accordance with the constitution, canons, rules, or regulations, governing the other proceedings of said representative body, and the time and place thereof. The directors of such corporation shall be elected annually by the representative body of the association. The representative body providing for such incorporation shall frame by-laws for the corporation, and such by-laws may be repealed or amended, or new by-laws may be adopted by any subsequent representative body in accordance with the constitution, canons, rules, or regulations governing the other proceedings of such representative body. Such corporation may hold and administer not only the common property, funds, and money of such association, but also the property, funds, and money of any constituent parish, mission, congregation, or society. The limitation in section five hundred and ninety-five shall not apply to corporations formed under this section when

the land is held or used for churches, hospitals, schools, colleges, asylums, parsonages, or cemetery purposes.

Enacted March 11, 1887; stats. 1887, p. 104.

Consolidation of like corporations organized for purposes other than profit.

§ 605. Any corporation now or hereafter organized for purposes other than profit, may consolidate with any other like association or associations, or corporation or corporations, created either under the laws of the State of California, or under the laws of any other state or territory, so as to form a new or consolidated corporation, in such manner as may be authorized by the respective boards of directors or trustees of such associations or corporations by resolution adopted at meetings of the respective boards called for that purpose. The resolution to be adopted by each of the respective boards shall state the names of all the corporations or associations to be united by the consolidation, the name of the state or territory under the laws of which they are created or organized, and the dates of their respective incorporation, the name by which the new or consolidated corporation is to be called or known, the purposes for which it is to be formed, the place where its principal business is to be transacted, the term for which it is to exist, the number of its directors or trustees, and the names and residences of those who are appointed to act as such for the first year, and shall designate three or more persons by whom articles of incorporation of the new or consolidated corporation shall be subscribed and filed in compliance with this section. Articles of incorporation of the new or consolidated corporation shall be subscribed and acknowledged by the persons so designated as last aforesaid in the manner required by section two hundred and ninety-two of this code. Said articles shall contain and set forth all the matters required by section two hundred and ninety of this code, and in addition thereto there shall be attached to said articles copies of the aforesaid resolution of the several associations or corporations uniting in the consolidation, certified by the respective secretaries of such associations or corporations under the corporate seals thereof; and the said articles of incorporation shall in the body thereof refer to the said resolutions and to the certified copies thereof so attached, and by such reference make the said certified copies a part of the said articles. The said articles of incorporation shall be filed in the office of the county clerk of the cou

where the principal business of the new or consolidated corporation is to be transacted, and a certified copy thereof in the office of the secretary of state, in the manner required by this code for the filing of original articles of incorporation; and thereupon the secretary of state shall issue to the corporation, over the great seal of the state, a certificate in manner and form as provided by section two hundred and ninety-six of this code. From and after the filing of such certified copy of the articles of incorporation with the secretary of state the former associations or corporations uniting in the consolidation and comprising the component parts of the new or consolidated corporation shall cease to exist, and the new or consolidated corporation shall succeed to all the rights, duties and powers of the component associations or corporations, and shall be possessed of all the rights, duties and powers set forth in its articles of incorporation not inconsistent with this title, and shall be subject to all the liabilities and obligations of the former component associations or corporations, and shall succeed to and become vested with all the property thereof, both real and personal, of every name and nature, and may make by-laws and do all things perImitted by this title.

Amended April 26, 1909; stats. 1909, p. 1094; in effect in sixty days.

TITLE XIIα.

[Title XIIa added March 21, 1905; stats. 1905, p. 590.]

Societies for the Prevention of Cruelty to Children and Animals.

SEC. 607.

Formation of corporations.

607a. Power of to receive and dispose of property.

607b. Complaints for violating any law relating to children

or animals.

607c. Magistrates and police officers to aid the corporation and its officers.

607d. Pre-existing corporations.

607e. Fines, penalties, and forfeitures, and the disposition to be made thereof.

607f. Members and agents may be authorized to act as police officers.

607g. Children who may be arrested and brought before a court or magistrate for examination.

Formation of corporations.

§ 607. Corporations may be formed by any number of persons not less than five, a majority of whom must be citizens and residents of this state, under the general provisions of this code, for the purpose of the prevention of cruelty to children or animals, or both.

Enacted March 21, 1905; stats. 1905, p. 590.

NOTE. §§ 607, 607a, 607b, 607c, 607d, 607e, 607f, 607g. The subject-matter of the above sections is taken from the statute for 1873-4, page 499, as amended in 1901, page 285, and 1903, page 69 to prevent cruelty to animals; the statute of 1875-6, page 830, relating to the incorporation of societies for the prevention of cruelty to children; the statute of 1877-8, page 812, for the protection of children; and the statute of 1877-8, page 813, relating to children. Section 1 of the act of 1875-6, page 830, is codified in section 607. Subdivision 7 of section 2 of the same act is codified in section 607a, and section 3 in section 607b. Section 607c is a codification of section 4 of the act of 1875-6, page 830, and section 4 of the act of 1873-4, page 499. Section 5 of the act of 1875-6, page 830, is codified in section 607d; and section 14 of that act, as amended in 1903, page 69, and section 5 of the act of 1875-6, page 830, is codified in section 607d; and section 14 of the act of 1873-4, page 499, as amended in 1903, page 69, and section 5 of the act of 1877-8, page 813, are consolidated and codified in section 607e. Section 5 of the act of 1873-4, page 499, as amended in 1901, page 285, is codified in section 607f, and section 3 of the act of 1877-8, page 812, is codified in section 607g, with the exception of subdivision 5 thereof, which is an addition thereto, to cover the matters referred to in the act of 1877-8, page 813.

Power of to receive and dispose of property.

§ 607a. Every such corporation may take and hold, by gift, purchase, devise, or bequest, any property, real or personal, and dispose of the same at its pleasure; but it must not hold real property the annual income of which exceeds fifty thousand dollars.

Enacted March 21, 1905; stats. 1905, p. 590.

NOTE. See note to § 607.

Complaints for violating any law relating to children or animals. § 6076. Any such corporation, or any member or officer thereof, may prefer a complaint against any person or persons, before any court or magistrate having jurisdiction, for the