McGeorge Law Review


Once a corporation is organized, a change in its needs may require an amendment of its articles of incorporation. While the statutory powers to effect such an amendment are broad, they are governed by equitable limitations. In this article, Mr. Halloran presents and analyzes California's test for granting equitable relief, which he characterizes as a balancing of fairness factors. The author then concludes that in view of applicable case law and Department of Corporations administrative proceedings, in which the equitable factors have been successfully applied, statutory revision in this area is unnecessary at this time.

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