(a) A business corporation that is not a benefit corporation may elect to become a benefit corporation by amending its certificate of incorporation to contain, in addition to matters required by section 33-636, a statement that the corporation is a benefit corporation. Any such amendment to the certificate of incorporation shall be approved by a minimum status vote.
(b) If an entity that is not a benefit corporation is a party to (1) a merger in which (A) the surviving entity will be a benefit corporation, or (B) shares or other equity interests in such entity will be converted into a right to receive shares of a benefit corporation, or (2) a share exchange with a benefit corporation in which the shares or other equity interests of the entity will be exchanged for shares of a benefit corporation, the plan of merger or share exchange shall be approved by a minimum status vote. If an entity other than a business corporation is a party to any such transaction and a minimum status vote by the equity owners of such entity is required for approval of the transaction, the equity owners of such entity shall be entitled to appraisal rights under the procedures set forth in chapter 601 as if the entity were a business corporation.
(P.A. 14-217, S. 144.)
Structure Connecticut General Statutes
Chapter 604 - Benefit Corporations
Section 33-1350. - Short title: Connecticut Benefit Corporation Act.
Section 33-1351. - Definitions.
Section 33-1352. - Construction of statutes.
Section 33-1353. - Incorporation of benefit corporation.
Section 33-1354. - Election of benefit corporation status.
Section 33-1355. - Legacy preservation provision.
Section 33-1356. - Termination of benefit corporation status.
Section 33-1358. - Standards of conduct for directors.
Section 33-1359. - Benefit director.
Section 33-1360. - Standards of conduct for officers.
Section 33-1361. - Benefit officer.
Section 33-1362. - Right of action. Benefit enforcement proceeding.
Section 33-1363. - Third-party standard. Preparation of annual benefit report.