cedure. Having thus properly taken an appeal, he is not required to have a reporter's transcript of the proceedings made up and prepared as provided by section 953a of the same code, but may cause to be duly prepared and settled a bill of exceptions, containing the usual statement of the matters occurring at the trial, in accordance with section 650 thereof.

[3] CORPORATIONS-EXPIRATION OF TERM-DISSOLUTION.-A corporation is dissolved at the expiration of the term of its corporate existence.

[4] ID.-TERM OF CORPORATE EXISTENCE - POWER TO SHORTEN.—A corporation has power to shorten the term of its corporate existence by an amendment to its articles of incorporation, even if the practical result of such abbreviation amounts to almost an immediate dissolution.

[5] ID.-EFFECT OF DISSOLUTION

CAPACITY TO SUE OR BE SUED ABATEMENT OF PENDING ACTIONS.-Except as otherwise provided by statute, the effect of the dissolution of a corporation is to terminate its existence as a legal entity, and render it incapable of suing or being sued as a corporate body, or in its corporate name. It is dead, and can no more be proceeded against as an existing corporation than could a natural person after his death. There is no one who can appear or act for it, and all actions pending against it are abated, and any judgment attempted to be given against it is void.

[6] ID. SECTION 400, CIVIL CODE, CONSTRUED-NECESSITY FOR SUBSTITUTION OF SUCCESSORS OR REPRESENTATIVES.-Section 400 of the Civil Code does not have the effect of continuing the existence of a corporation after dissolution so as to render it capable of defending actions in its corporate name. It is, therefore, necessary that, if the action continue at all, its successors or representatives, under section 400, be properly brought in on motion, as provided in section 385 of the Code of Civil Procedure. [7] ID.-DISSOLUTION AFTER SERVICE OF PROCESS INABILITY ΤΟ APPEAR-POWER OF COUNSEL TO CONTINUE TO ACT.-Where, after service of process but prior to appearance, a corporation defendant is dissolved, the subsequent filing of demurrers and answer in its name and purporting to be in its behalf are a nullity; and the action of counsel, who may have had authority to represent such defendant prior to the termination of the period of its legal existence, cannot, so far as that party is concerned, vitalize any

3. Period of existence of private corporation, note, 33 L. R. A. 677.

5. Abatement of action by or against corporation in absence of a saving statute by expiration of charter, note, 32 L. R. A. (N. S.)

proceedings taken in the abated action after the corporation ceases to exist.

[8] ID. DISSOLUTION OF CORPORATION DEFENDANT HOW BROUGHT TO ATTENTION OF COURT-REMEDY OF PLAINTIFF.-The dissolution or death of a corporation defendant after service of process but prior to appearance, like the death of any other party to a pending action, can only be brought to the attention of the court on proper suggestion made by someone other than the defunct corporation. If the plaintiff intends to secure a judgment, enforceable against the persons who were the directors of the corporation prior to and at the time it ceased to exist, he should have them substituted under section 385 of the Code of Civil Procedure as parties in place of the corporation, after the latter has become functus officio.

[9] ID. AMENDMENT OF PLEADINGS SUBSTITUTION OF PARTIES NOTICE. The substitution of one party for another by order of court is not such an amendment of a pleading as is required to be made on notice or to be engrossed otherwise than to be entered in the minutes of the court.

[10] ID.-SUBSTITUTION OF DEFENDANTS

SUBSTANTIAL COMPLIANCE WITH CODE REQUIREMENTS.-In this action for damages for personal injuries, the notice of motion served on counsel who had represented the corporation defendant prior to the termination of its existence as a legal entity and the order of the court directing that the proposed amended and supplemental complaint be filed and made of record in the case, and further directing that the defendants named in said amended and supplemental complaint, who had been the directors of the corporation prior to and at the time it ceased to exist, have and were given twenty days from date of a service of a copy of such order in which to plead thereto, constituted a substantial compliance with section 385 of the Code of Civil Procedure, and operated to bring about a substitution of said directors as defendants in lieu of the defunct corporation.

[11] ID. SUBSTITUTION OF PARTIES-NOTICE.-One substituted in a cause must be duly notified of the fact of his being made a party before he can be affected by notices or proceedings in the action. [12] ID.-WANT OF NOTICE OF APPEARANCE - JUDGMENT INVALID.Where, after the bringing of the action and the service of process, but prior to appearance, the corporation defendant ceased to exist as a legal entity, and the persons who were the directors of the corporation prior to and at the time it ceased to exist as a legal entity were substituted as defendants in lieu thereof, but there was no service upon or authorized appearance by or in behalf of such substituted defendants, the default entered in the action against them was unauthorized, and the judgment en tered thereon void.

APPEAL from a judgment of the Superior Court of Inyo County. Wm. D. Dehy, Judge. Reversed.

The facts are stated in the opinion of the court.

Thomas, Beedy & Lanagan for Appellants.

Edmon G. Bennett, Chas. E. Barrett, W. A. Lamar and Platt & Sanford for Respondent.

WASTE, P. J.-Appeal from a judgment, entered after default, awarding damages in the sum of $17,688 for personal injuries.

Within the time when an appeal may be taken appellants filed with the clerk of the court in which the judgment was entered a notice stating the appeal from the same and served a similar notice on the attorneys for the adverse party. They did not, however, within five days after service of the notice of appeal, file the undertaking, or, in lieu thereof, make the deposit of money with the clerk as required by sections 940 and 941 of the Code of Civil Procedure, and no waiver of the same was ever made or filed. Neither did appellants, in lieu of preparing and settling a bill of exceptions, pursuant to the provisions of section 650 of the same code, file with the clerk the notice required by section 953a thereof, requesting that a transcript of the proceedings be made up and prepared.

On the contrary, appellants caused to be duly prepared and settled a bill of exceptions, containing the usual statement of the matters occurring at the trial. Respondent moves to dismiss the appeal upon the ground that no undertaking on appeal having been given or deposit in lieu thereof made, this court has no jurisdiction of the cause, for the reason that no appeal has been perfected in the manner or form prescribed by law.

The motion is without merit. [1] The new and alternative method of taking appeals provided by sections 941a, 941b, and 941c of the Code of Civil Procedure, enacted in 1907, dispenses with the necessity of an undertaking. (Estate of McPhee, 154 Cal. 385, [97 Pac. 878]; Mitchell v. California S. S. Co., 154 Cal. 731, [99 Pac. 202]; Union Collection Co. v. Oliver, 162 Cal. 755, [124 Pac. 435]; Title Ins. etc. Co. v.

California Dev. Co., 168 Cal. 397, 402, [143 Pac. 723].) Section 941b provides that the notice of appeal when filed "shall, without further action on the part of the appellant, transfer the cause for decision and determination to the higher court." "That this appeal was perfected under the new method there can be no question. Appellant filed his notice and that was all that was required to perfect it." (Mitchell v. California etc. S. S. Co., supra.) [2] The fact that a bill of exceptions was prepared in place of the reporter's transcript authorized by section 953a has no bearing upon the question. The latter section has to do with the preparation of the record on appeal. An appeal having been properly taken in compliance with either the old or the alternative method, the record may be made up in any way permitted by the code. (Lang v. Lilley & Thurston, 161 Cal. 295, [119 Pac. 100]; Union Collection Co. v. Oliver, supra.)

The motion to dismiss the appeal is denied.

The original complaint in this action was filed July 8, 1914, against the Pacific Coast Borax Company, then a corporation, incorporated for a period of fifty years from and after July 5, 1912. It was alleged that plaintiff had suffered severe personal injuries by reason of the negligence of defendant in failing on two separate occasions to furnish him a safe place in which to work. After obtaining time by stipulation within which to plead, on September 18, 1914, counsel, who later specially appeared in the action for appellants, filed a general and specific demurrer, purporting to be interposed on behalf of the Borax Company. At the hearing on demurrer the same counsel orally suggested to the trial court that the corporation defendant had ceased to exist, and moved for a dismissal of the action, which was denied. The demurrer was overruled and an answer was filed on April 26, 1915.

From the answer it appeared that on September 8, 1914, which date was prior to the appearance of the company in the action by proceedings duly taken to that end, the corporation had amended its articles by changing the term for which it was to exist from fifty years to two years, two months and seven days from and after the date of its incorporation. In other words, the life of the company had expired on September 12, 1914, six days before the demurrer purporting to be on its behalf was filed in this action.

After the service of notice thereof by plaintiff on the attorneys who first made the purported appearance in the action on behalf of the Borax Company, the court granted permission to plaintiff to file an amended and supplemental complaint, naming as defendants the appellants, who were alleged to be the directors of the Pacific Coast Borax Company prior to and at the time it ceased to exist as a corporation. The amended and supplemental complaint set forth the original causes of action, the facts relating to the termination of the life of the corporation, and that the directors thereof (appellants) had thereby become its trustees, with full power and authority to settle its affairs. The prayer of the amended and supplemental complaint was for recovery "of and from the said defendants" of the amount claimed as damages by reason of the personal injuries. The court ordered that the defendants named therein be given twenty days from the date of service of a copy of the order so fixing the time in which to plead.

No summons or any notice that the appellants so alleged to be directors of the Pacific Coast Borax Company prior to and at the time it ceased to exist had been made defendants in the action was served on the defendants, or either of them, or upon any attorney of record other than upon the attorneys who first appeared and filed the demurrer and thereafter the answer before referred to. Except in the same manner, no service was made of the court's order fixing the time within which defendants might plead to the amended and supplemental complaint.

The defendants not appearing, judgment by default was entered against them in the amount prayed for. Thereupon, the defendants specially appearing by counsel for the purpose, made a motion, supported by affidavits of merit and as to the facts, for an order setting aside the default judgment and all subsequent proceedings. The motion was based on the facts, substantially set forth herein, and the further fact that no one of the defendants was a director of the Borax Company at the time it ceased to exist. No counter-showing was made by the plaintiff. The court denied the motion and appellants have appealed from the judgment.

[3] A corporation is dissolved at the expiration of the term of its corporate existence (Kohl v. Lilienthal, 81 Cal. 378, 386, [6 L. R. A. 520, 20 Pac. 401, 22 Pac. 689]).