Bankruptcy Reorganizations

Title 1, Division 1, Chapter 14 deals with bankruptcy reorganizations and arrangements in California.

Section 1400 provides that any domestic corporation with respect to which a proceeding has been initiated under any applicable statute of the United States relating to reorganizations of corporations, has full power and authority to put into effect and carry out any plan of reorganization and the orders of the court or judge entered in the proceeding and may take any proceeding and do any act provided in the plan or directed by such orders, without further action by its board or shareholders.

Section 1401 provides that a certificate of any amendment, change or alteration or of dissolution or any agreement of merger made by a corporation must be filed and become effective in accordance with its terms and the provisions of this chapter.

Section 1401.5 explains that a trustee, liquidating agent, responsible officer, or other representative appointed by the court for a corporation subject to an order for relief may sign and verify a certificate of dissolution when the corporation has been completely wound up. The certificate of dissolution is required to state eight items.

Section 1402 states that the provisions of this chapter cease to apply to a corporation upon the entry of a final decree in the reorganization proceeding closing the case and discharging the trustee or trustees.

Section 1403 provides that, for filing any certificate, agreement or other paper pursuant to this chapter there are be paid to the Secretary of State the same fees as are payable by corporations not in reorganization proceedings upon the filing of like certificates, agreements or other papers.