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Unincorporated Associations Corporate Governance

Allen Matkins

Court Sticks Toe Into The "Dismal Swamp" Of Unincorporated Association Bylaws But Declines To Wade In

Allen Matkins on

Yeong Wo is an unincorporated association that serves as an umbrella group for a dozen constituent organizations, called “tangs.”  In Hee Shen Cemetery & Benevolent Assoc. v. Yeong Wo Assoc., 2024 WL 938928 (March 5, 2024),...more

Allen Matkins

This Corporation Was Harmed Even Before It Was Incorporated!

Allen Matkins on

The Church of the Celestial Heart is a California nonprofit religious corporation seeks to import and use a sacramental tea.  It so happens that this tea, which is also called Daime or ayahuasca, carries trace amounts of a...more

Allen Matkins

The Jurisdictional Hole At The Center Of California's Proposed Decentralized Nonprofit Association Law

Allen Matkins on

Yesterday's post focused on a California bill, AB 1229 (Haney),  that would create a new Decentralized Nonprofit Association Law.  Today's post drills down on what I see as fundamental flaw in the bill.  In addition to...more

Allen Matkins

California Bill Would Create Decentralized Nonprofit Association Law

Allen Matkins on

As discussed in this recent post, Judge Larry Alan Burns recently ruled that the plaintiffs in class action had adequately pled that a distributed autonomous organization (DAO) was a partnership under California law.  Sarcuni...more

Allen Matkins

Is A Biker Gang A "Person"?

Allen Matkins on

Mongol Nation is an unincorporated association whose members include the official, or "full-patch," members of the gang.  The U.S. government has been prosecuting the gang since at least 2008 and has obtained convictions of...more

Allen Matkins

Judge Orrick Rules A Decentralized Autonomous Organization May Be Sued As An Unincorporated Association

Allen Matkins on

Gertrude Stein is famously quoted as having written, "There is no there there".  Although Ms. Stein intended a different meaning to the expression, the same statement might be used to describe a "decentralized autonomous...more

Allen Matkins

Incorporating Your Club Requires No Conversion

Allen Matkins on

Often a club or other  will begin informally without formal incorporation.  In California, such an unincorporated club or group, whether organized for profit or not, is classified as an "unincorporated association" and it...more

Allen Matkins

Court Rules An LLC To Be An Unincorporated Association, But Is That Correct?

Allen Matkins on

Cal. Serv. Emples. Health & Welfare Trust Fund v. Greenbox Servs. LLC, 2021 U.S. Dist. LEXIS 93477 involved a plaintiff's attempt to serve a limited liability company.   After thrice failing to serve personally the LLC's...more

Allen Matkins

Unincorporated Association Governance - Waiting For The Legislature

Allen Matkins on

In 2004, the California legislature enacted an unincorporated associations law as part of the Corporations Code.  Cal. Stats. 2004, ch. 178 (SB 1746).   At the time, the law governing unincorporated associations consisted of...more

Allen Matkins

Is Your Club A Legal Entity?

Allen Matkins on

Nine years ago, I wrote about various provisions of the California Corporations Code concerning unincorporated associations.  See Thinking About Joining A Club? You May Want To Consider These Corporations Code Provisions...more

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