The directors of a foreign corporation transacting intrastate business are liable to the corporation, its shareholders, creditors, receiver, liquidator or trustee in bankruptcy for the making of unauthorized dividends, purchase of shares or distribution of assets or false certificates, reports or public notices or other violation of official duty according to any applicable laws of the state or place of incorporation or organization, whether committed or done in this state or elsewhere. Such liability may be enforced in the courts of this state.
Cal. Corp. Code § 2116
Foreign Corporations
Known as the General Corporation Law
The act spans §§ 100–2319 (398 sections).
Applied in 15 court decisions — leading case 612 F. Supp. 1316 - Lewis Ex Rel. National Semiconductor Corp. v. Sporck (1985)
Most recently applied in In re Facebook, Inc. (March 2019)
Added by Stats. 1975, Ch. 682.
How often courts cite this section
Court decisions citing this, by year. The dip in the last several years is a data-coverage gap, not a real trend — our corpus holds fewer opinions from the most recent years, so recent citations are undercounted.
Official source: California Legislative Information. Reproduced from public-domain California statutes; confirm against the official source for the current text. Not legal advice.