Connecticut General Statutes
Title 33 - Corporations

Chapter 589 - Specially Chartered Corporations. General Provisions (Conditionally Repealed)

Section 33-1 to 33-11. - Specially chartered corporations. General provisions. - Sections 33-1 to 33-11, inclusive, are repealed, provided the repeal...

Chapter 590 - Corporations with Capital Stock (Conditionally Repealed)

Section 33-12 to 33-66. - Sections 33-12 to 33-66, inclusive, are repealed, provided the repeal of a prior act by this section shall not affect any right accrued or established, or any liability or penalty incurred, under the provisions of such act p... - (1949 Rev., S. 5133-5139; 1951, S. 2569d, 2575d; 1951, 1953,...

Section 33-67 to 33-94. - Sections 33-67 to 33-94, inclusive, are repealed. - (1949 Rev., S. 5184-5206; 1955, S. 2581d, 2582d; 1957, P.A....

Section 33-95 to 33-144. - Sections 33-95 to 33-144, inclusive, are repealed, provided the repeal of a prior act by this section shall not affect any right accrued or established, or any liability or penalty incurred, under the provisions of such act... - (1949 Rev., S. 5207-5253, 5255, 5256; 1951, S. 2585d, 2587d-2590d;...

Chapter 591 - Corporations without Capital Stock (Conditionally Repealed)

Section 33-145 to 33-156. - Sections 33-145 to 33-156, inclusive, are repealed, provided the repeal of a prior act by this section shall not affect any right accrued or established, or any liability or penalty incurred, under the provisions of such a... - (1949 Rev., S. 5257-5268; 1949, S. 2595d; 1955, S. 2592d,...

Section 33-156a and 33-156b. - Sections 33-156a and 33-156b are repealed, provided the repeal of either of said sections shall not affect any right accrued or established, or any liability or penalty incurred, under the provisions of such section pri... - (1959, P.A. 598, S. 1, 2; 617, S. 113.)

Chapter 593a - Health Care Centers (See Chapter 698a, Part I)

Section 33-179d. - Nature of organization and operation. - Section 33-179d is repealed. (1971, P.A. 445, S. 4; P.A....

Section 33-179f. - Election of existing corporation to be governed by chapter. - Section 33-179f is repealed. (1971, P.A. 445, S. 6; P.A....

Section 33-179t. - Annual financial report. - Section 33-179t is repealed. (P.A. 82-415, S. 14, 18; P.A....

Chapter 594 - Medical Group Clinic Corporations (Repealed)

Section 33-180 to 33-182. - Formation of medical group clinics. Clinic registration certificate. Appeal from decision of board. - Sections 33-180 to 33-182, inclusive, are repealed. (1951, S. 2599d–2601d;...

Chapter 594a - Professional Service Corporations

Section 33-182a. - Definitions. - As used in this chapter: (1) “Professional service” means any...

Section 33-182b. - Corporations organized under other law. - This chapter shall not apply to any corporation organized prior...

Section 33-182c. - Organization. - (a) Any person or group of persons licensed or otherwise...

Section 33-182d. - Services to be rendered by licensed persons only. - No corporation organized and incorporated under this chapter may render...

Section 33-182e. - Effect on relationships and liabilities. - Nothing contained in this chapter shall be interpreted to abolish,...

Section 33-182f. - Limitation on business of corporation. - No corporation organized under this chapter shall engage in any...

Section 33-182g. - Limitation on issuance or transfer of capital stock. Voting trust agreements restricted. - No corporation organized under the provisions of this chapter may...

Section 33-182h. - Corporate name. - The corporate name of a corporation organized under this chapter...

Section 33-182i. - Applicability of corporation law. Consolidation; merger. - Chapter 601 is applicable to a corporation organized pursuant to...

Section 33-182j. - Applicability of other law. - The provisions of this chapter shall not be construed as...

Section 33-182k. - Foreign professional corporation required to obtain certificate of authority. - A foreign professional corporation transacting business in this state shall...

Section 33-182l. - Professional service fees. - The annual fee for the provision of professional services, as...

Chapter 594b - Medical Foundations

Section 33-182aa. - Definitions. - As used in this chapter: (1) “Affiliate” means any person...

Section 33-182bb. - Organization and membership of medical foundation. Board of directors. Notices. - (a) Any hospital, health system or medical school may organize...

Section 33-182cc. - Applicability of chapter. Applicability to medical group clinic corporations. - (a) This chapter shall not apply to any corporation, including...

Section 33-182dd. - Limitation on business of medical foundation. - No medical foundation organized under this chapter shall engage in...

Section 33-182ee. - Corporate name. - Notwithstanding the provisions of subsection (a) of section 33-1045, the...

Section 33-182ff. - Applicability of other law. Consolidation; merger. - The provisions of this title and title 34, as applicable,...

Chapter 595 - Cooperative Associations

Section 33-183. - Organization. - Three or more persons of lawful age and inhabitants of...

Section 33-184. - Object and place of business. - The objects for which such association is established, and the...

Section 33-185. - Business of association managed by board of directors. - (a) Prior to October 1, 2019, the business of the...

Section 33-186. - First meeting. Bylaws. - Any two of the persons associated may call the first...

Section 33-187. - Capital stock; franchise tax. - The amount of capital stock of any cooperative association organized...

Section 33-188. - Annual reports. - Not later than thirty days after the first meeting of...

Section 33-189. - Termination of corporate existence on neglect to file annual reports. - Section 33-189 is repealed. (1953, S. 2602d; 1967, P.A. 277,...

Section 33-190. - Voting power. - No member of any such cooperative association shall be entitled...

Section 33-191. - Issue of certificate of shares. - No certificate of shares shall be issued to any person...

Section 33-192. - Failure to file annual report or making of untrue report; penalty. - If the association fails to file the annual report required...

Section 33-193. - Distribution of profits; sinking fund. - There shall be a distribution of the profits or surplus...

Chapter 596 - Cooperative Marketing Corporations

Section 33-194. - Definition. - Agriculture”, as used in this chapter, includes horticulture, viticulture, forestry,...

Section 33-195. - Formation of corporation. - Three or more persons engaged in agriculture may form a...

Section 33-196. - Name and location. - Each such corporation shall be subject to the general corporation...

Section 33-197. - Certificate of incorporation. - Section 33-197 is repealed, provided the repeal of said section...

Section 33-198. - Evidence of corporate existence. - The provisions of subsection (b) of section 33-637 shall apply...

Section 33-199. - Powers. - When its certificate of incorporation has been approved and recorded,...

Section 33-200 to 33-204. - Sections 33-200 to 33-204, inclusive, are repealed, provided the repeal of any of said sections shall not affect any right accrued or established, or any liability or penalty incurred, under the provisions of such section... - (1949 Rev., S. 5309–5313; 1959, P.A. 617, S. 113.)

Section 33-205. - Members. - Any such corporation may admit as members only persons engaged...

Section 33-206. - Merger of cooperative associations and cooperative marketing corporations. - Agricultural cooperative associations and cooperative marketing corporations incorporated or organized...

Section 33-207. - Report: Statement of enrolled members. - Corporations organized and transacting business under the provisions of this...

Section 33-208 to 33-210. - Sections 33-208 to 33-210, inclusive, are repealed, provided the repeal of any of said sections shall not affect any right accrued or established, or any liability or penalty incurred, under the provisions of such section... - (1949 Rev., S. 5317–5319; 1959, P.A. 617, S. 113.)

Section 33-211. - Changes in certificate of incorporation. - Any such corporation may at any time amend its certificate...

Section 33-212. - Marketing contract. - Any such corporation may enter into marketing contracts with its...

Section 33-213. - Remedies for breach of contract. - The bylaws of any such corporation, or such marketing contract,...

Section 33-214. - Interest in other corporations. - Any such corporation may organize, control or own stock in...

Section 33-215. - Receivership. Dissolution. - Any such corporation shall be subject to the provisions of...

Section 33-216. - Franchise fee. - Upon the filing with the Secretary of the State of...

Section 33-217. - Annual license fee. - Any such corporation shall pay, during January of each year,...

Chapter 597 - Electric Cooperative Act

Section 33-218. - Definitions. - Cooperative” means any corporation organized under this chapter or which...

Section 33-219. - Purposes. Exceptions. Utilization of cogeneration technology and renewable energy resources. - (a) Cooperative, nonprofit, membership corporations may be organized under this...

Section 33-220. - Name. - The name of a cooperative shall include the words “Electric”...

Section 33-221. - Powers. - A cooperative shall have power, subject to the limitations of...

Section 33-222. - Incorporators. - Five or more natural persons who are residents of Connecticut...

Section 33-223. - Articles of incorporation. - Articles of incorporation of a cooperative shall recite that they...

Section 33-224. - Bylaws. - The board of trustees shall adopt the first bylaws of...

Section 33-225. - Members. - Each incorporator of a cooperative shall be a member thereof,...

Section 33-226. - Meetings of members. - (a) An annual meeting of the members of a cooperative...

Section 33-227. - Waiver of notice. - Any person entitled to notice of a meeting may waive...

Section 33-228. - Board of trustees. - (a) The business of a cooperative shall be managed by...

Section 33-229. - Officers. - The officers of a cooperative shall consist of a president,...

Section 33-230. - Amendment of articles of incorporation. - A cooperative may amend its articles of incorporation by complying...

Section 33-231. - Change of location of principal office. - A cooperative may, upon authorization of its board of trustees...

Section 33-232. - Dissolution. - (a) A cooperative which has not commenced business may be...

Section 33-233. - Filing of articles. - Articles of incorporation, amendment or dissolution, when executed and acknowledged...

Section 33-234. - Fees. - The Secretary of the State shall charge and collect the...

Section 33-235. - Refunds to members. - Revenues of a cooperative for any fiscal year in excess...

Section 33-236. - Disposition of property. - (a) The board of trustees of a cooperative shall have...

Section 33-237. - Nonliability of members for debts of cooperative. - No member shall be liable or responsible for any debts...

Section 33-238. - Recordation of mortgages; effect thereof. - Any mortgage, deed of trust or other instrument executed by...

Section 33-239. - Trustees, officers or members may take acknowledgments. - No person authorized to take acknowledgments under the laws of...

Section 33-240. - License fee. Exemption from excise and income taxes. - Each cooperative doing business in this state pursuant to this...

Section 33-240a. - Liability for taxation, when. - Notwithstanding section 33-240, an electric cooperative organized under this chapter,...

Section 33-241. - Exemption from jurisdiction of Public Utilities Regulatory Authority. - Cooperatives doing business in this state pursuant to this chapter...

Section 33-242. - Securities act exemption. - The provisions of chapter 651 shall not apply to any...

Chapter 598 - Religious Corporations and Societies

Section 33-243 to 33-264. - Religious corporations and societies: General provisions. - Sections 33-243 to 33-264, inclusive, are repealed. (1949 Rev., S....

Section 33-264a. - Formation of religious corporation or society. - Three or more persons uniting for public worship may form...

Section 33-264b. - Filing of certificate. - Each religious society and religious corporation formed under section 33-264a...

Section 33-264c. - Powers. - (a) A religious society or a religious corporation formed under...

Section 33-264d. - Change from religious society to corporation. - (a) Any religious society may become a religious corporation, when...

Section 33-264e. - Dissolution. - A religious society or religious corporation formed under the provisions...

Section 33-264f. - Judicial dissolution. - Whenever any religious society or religious corporation formed under the...

Section 33-264g. - Receipt of funds by ecclesiastical societies, cemetery associations and library associations. - Any ecclesiastical society which is not a religious society as...

Section 33-264h. - Conveyances by ecclesiastical societies to religious societies and corporations. - Any ecclesiastical society which is not a religious society within...

Section 33-264i. - Dissolution of ecclesiastical society. - Any ecclesiastical society within the meaning of section 33-264g, which...

Section 33-264j. - Status of societies established prior to October 1, 1969. - (a) Each religious society established as a voluntary association under...

Section 33-264k. - Construction of part. - The provisions of this part shall be liberally construed in...

Section 33-264l. - Prior rights and liabilities unaffected. - This part and the repeal of part I shall not...

Section 33-265. - Legal status and powers. - All ecclesiastical societies in this state, in communion with the...

Section 33-266. - Regulations. - The manner of conducting the parish, the qualifications for membership...

Section 33-267. - Two organizations in one society. - When one society includes two or more organizations recognized as...

Section 33-268. - Election of trustees. - The trustees of each Methodist Church shall be elected by...

Section 33-269. - Number; term of office. - The number of trustees of any church specified in section...

Section 33-270. - Organization and powers of trustees. Treasurer's report. - At their first meeting, after each election, the trustees shall...

Section 33-271. - District superintendent or presiding elder and stewards may form corporation. - The district superintendent or presiding elder and a majority of...

Section 33-272. - Powers of corporation. - When such certificate is filed as aforesaid, the persons who...

Section 33-273. - Appointment of trustees. - The district stewards of any district superintendent's or presiding elder's...

Section 33-274. - Trustees may convey real estate to corporation. - Any real estate conveyed for the use of, or as...

Section 33-275. - Union of churches; their trustees and property. - When two or more Methodist Churches have been united in...

Section 33-276. - Change of name. - All religious corporations or churches authorized, prior to July 1,...

Section 33-277. - Election and powers of trustees. - The trustees of each Augustana Evangelical Lutheran congregation shall be...

Section 33-278. - Change of name. - All religious corporations or churches authorized, prior to October 1,...

Section 33-278a. - Name changes authorized. - All religious corporations or churches authorized, prior to July 1,...

Section 33-278b. - Powers. Merger. Dissolution. Formation. - (a) As used in this section, “church” shall include ecclesiastical...

Section 33-279. - Organization as corporation. - A corporation may be organized in connection with any Roman...

Section 33-280. - Property rights of Roman Catholic Church. - Such corporation may receive and hold all property conveyed to...

Section 33-281. - Subject to laws of church. - Such corporation shall at all times be subject to the...

Section 33-281a. - Change of name of Methodist and Evangelical United Brethren Churches. - All religious corporations or churches authorized, prior to April 23,...

Chapter 598a - Charitable Corporations and Trusts

Section 33-281b. - Restrictions on activities of private foundations. - (a)(1) No corporation formed under the laws of this state,...

Section 33-281c. - Administration of charitable trusts. - (a)(1) In the administration of any trust which is a...

Chapter 599 - Stock Corporations

Section 33-282 to 33-285. - Stock Corporation Act: General provisions. - Sections 33-282 to 33-285, inclusive, are repealed, effective January 1,...

Section 33-286 to 33-295. - Stock corporations: Corporate formation and powers. - Sections 33-286 to 33-295, inclusive, are repealed, effective January 1,...

Section 33-296 to 33-302. - Statutory agent for service. Service of process on statutory agent. Annual and biennial reports. Failure to file report; incorrect report. Secretary may prescribe forms for documents to be filed; mailing of matter to corpo... - Sections 33-296 to 33-302, inclusive, are repealed, effective January 1,...

Section 33-303. - Remission of late filing fee. - Section 33-303 is repealed, effective January 1, 1995. (1959, P.A....

Section 33-304 and 33-305. - Fees payable to secretary; sales tax not imposed. Franchise tax. - Sections 33-304 and 33-305 are repealed, effective January 1, 1997....

Section 33-306 to 33-310. - Bylaws. Imposition of restrictions on share transfers. Books and records. Waivers of notice. Notice to director or shareholder outside the United States. Closing of share transfer books and fixing record dates. - Sections 33-306 to 33-310, inclusive, are repealed, effective January 1,...

Section 33-311. - Recognition by corporation of voting and other rights of shareholders. - Section 33-311 is repealed. (1959, P.A. 618, S. 30; 1961,...

Section 33-311a and 33-312. - Rights and duties of corporation with respect to recordholders and owners of securities. Corporate power to require surrender of share certificates. - Sections 33-311a and 33-312 are repealed, effective January 1, 1997....

Section 33-313 to 33-319a. - Board of directors. Number, election, classification, term, qualification. Proceeding to determine validity of election or appointment of directors or officers. Directors' meetings, notice, quorum, action. Vacancies, remo... - Sections 33-313 to 33-319a, inclusive, are repealed, effective January 1,...

Section 33-320. - Indemnification of directors, officers and employees. - Section 33-320 is repealed. (1959, P.A. 618, S. 39; 1961,...

Section 33-320a to 33-323. - Indemnification of shareholders, officers, employees and certain other parties by a corporation. Liability of directors in certain cases. Jurisdiction over and service on nonresident director. Corporate transactions with... - Sections 33-320a to 33-323, inclusive, are repealed, effective January 1,...

Section 33-324 to 33-334. - Voting rights; outstanding shares. Cumulative voting. Meetings of shareholders; time, place, call. Notice of meetings. Quorum of shareholders. Action by shareholders; voting requirements. Shareholders' action without meeti... - Sections 33-324 to 33-334, inclusive, are repealed, effective January 1,...

Section 33-335 and 33-335a. - Disclosure of stock ownership. Disclosure of beneficial or true owner of shares. - Sections 33-335 and 33-335a are repealed. (1959, P.A. 240, S....

Section 33-336 to 33-339. - Proxies. Irrevocable proxies. Voting trusts. Voting agreements. - Sections 33-336 to 33-339, inclusive, are repealed, effective January 1,...

Section 33-340 to 33-352. - Stock corporations: Shares and issuance of shares. - Sections 33-340 to 33-352, inclusive, are repealed, effective January 1,...

Section 33-353 to 33-359. - Stock corporations: Distributions to shareholders. - Sections 33-353 to 33-359, inclusive, are repealed, effective January 1,...

Section 33-360 to 33-374f. - Stock corporations: Fundamental changes. - Sections 33-360 to 33-374f, inclusive, are repealed, effective January 1,...

Section 33-374g. - Connecticut Partnership Compact. - Section 33-374g is repealed. (P.A. 88-350, S. 6, 7; P.A....

Section 33-375 to 33-388. - Stock corporations: Dissolution and winding up. - Sections 33-375 to 33-388, inclusive, are repealed, effective January 1,...

Section 33-389. - State Treasurer to hold assets distributable to creditor or shareholder unknown or who cannot be found. - Section 33-389 is repealed. (1959, P.A. 618, S. 107; 1961,...

Section 33-390 to 33-394. - Stock corporations: Specially chartered corporations. - Sections 33-390 to 33-394, inclusive, are repealed, effective January 1,...

Section 33-395 to 33-402. - Restrictions on foreign corporations. Authority to transact business. Acquisition and conveyance of property; acts which do not constitute transacting business. Requirements for corporate name. Application for certificate... - Sections 33-395 to 33-402, inclusive, are repealed, effective January 1,...

Section 33-403 and 33-404. - Amendment of certificate of incorporation. Filing of certificate of merger. - Sections 33-403 and 33-404 are repealed. (1959, P.A. 618, S....

Section 33-405 to 33-412. - License fee. Annual or biennial reports. Failure to file annual report. Certificate of withdrawal. Revocation of certificate of authority. Effect of certificate of withdrawal or revocation. Service of process on foreign co... - Sections 33-405 to 33-412, inclusive, are repealed, effective January 1,...

Section 33-412a. - Limited amnesty for foreign corporations transacting business without authority. - Obsolete. (P.A. 94-186, S. 210.)

Section 33-413 to 33-418. - Stock corporations: Miscellaneous provisions. - Sections 33-413 to 33-418, inclusive, are repealed, effective January 1,...

Chapter 599a - Worker Cooperative Corporations

Section 33-418f. - Short title: Worker Cooperative Corporations Act. - This chapter shall be known and may be cited as...

Section 33-418g. - Definitions. - As used in this chapter, unless the context otherwise requires:...

Section 33-418h. - Election to be governed as a worker cooperative. Revocation of election. Corporate name. - (a) Any corporation formed under the provisions of chapter 601...

Section 33-418i. - Membership requirements. Membership shares. Rights of members. - (a) The certificate of incorporation or bylaws of a worker...

Section 33-418j. - Voting rights of members and shareholders. Amendments to bylaws. - (a) No corporate shares other than membership shares shall be...

Section 33-418k. - Board of directors' membership requirements. - No less than fifty-one per cent of the directors on...

Section 33-418l. - Apportionment of earnings and losses. - (a) The net earnings or losses of a worker cooperative...

Section 33-418m. - System of internal capital accounts. Redemption of shares. Interest. Collective reserve account. - (a) Any worker cooperative may establish through its certificate of...

Section 33-418n. - Internal capital account cooperatives. - (a) An internal capital account cooperative is a worker cooperative...

Section 33-418o. - Conversion of shares upon revocation of election. Consolidation or merger restricted. - (a) When a worker cooperative revokes its election in accordance...

Chapter 600 - Nonstock Corporations

Section 33-419 to 33-422. - Nonstock corporations: General provisions. - Sections 33-419 to 33-422, inclusive, are repealed, effective January 1,...

Section 33-423 to 33-432. - Nonstock corporations: Corporate formation and powers. - Sections 33-423 to 33-432, inclusive, are repealed, effective January 1,...

Section 33-433 to 33-441. - Nonstock corporations: State administration. - Sections 33-433 to 33-441, inclusive, are repealed, effective January 1,...

Section 33-442 to 33-446. - Nonstock corporations: Corporate administration. - Sections 33-442 to 33-446, inclusive, are repealed, effective January 1,...

Section 33-447 to 33-453a. - Board of directors. Number, election, classification, term, qualification. Proceeding to determine validity of election or appointment of directors or officers. Directors' meetings, notice, quorum, action. Vacancies, remo... - Sections 33-447 to 33-453a, inclusive, are repealed, effective January 1,...

Section 33-454. - Indemnification and reimbursement of directors, officers and employees and their representatives. - Section 33-454 is repealed. (1959, P.A. 617, S. 36; 1961,...

Section 33-454a to 33-457. - Indemnification of corporation members, directors, officers and employees against judgments, fines and penalties. Liability of directors. Jurisdiction over and service on nonresident directors. Corporate transactions with... - Sections 33-454a to 33-457, inclusive, are repealed, effective January 1,...

Section 33-458 to 33-472. - Nonstock corporations: Membership rights and liabilities. - Sections 33-458 to 33-472, inclusive, are repealed, effective January 1,...

Section 33-473 to 33-483. - Nonstock corporations: Fundamental changes. - Sections 33-473 to 33-483, inclusive, are repealed, effective January 1,...

Section 33-484 to 33-497. - Methods of dissolution. Dissolution by resolution. Dissolution by expiration. Adoption of plan for distribution of assets. Effect of dissolution. Winding up. Liquidating distribution of assets. Petition to Superior Court r... - Sections 33-484 to 33-497, inclusive, are repealed, effective January 1,...

Section 33-498. - Distribution of undistributed assets. - Section 33-498 is repealed. (1959, P.A. 617, S. 80; 1961,...

Section 33-499 to 33-503a. - Nonstock corporations: Specially chartered corporations. - Sections 33-499 to 33-503a, inclusive, are repealed, effective January 1,...

Section 33-504 to 33-511. - Restrictions on foreign corporations. Authority to conduct affairs. Acquisition and conveyance of property; acts which do not constitute conducting affairs. Requirements for corporate name. Application for certificate of a... - Sections 33-504 to 33-511, inclusive, are repealed, effective January 1,...

Section 33-512 and 33-513. - Amendment of certificate of incorporation. Filing of certificate of merger. - Sections 33-512 and 33-513 are repealed. (1959, P.A. 617, S....

Section 33-514 to 33-520a. - Annual report. Failure to file annual report. Certificate of withdrawal. Revocation of certificate of authority. Effect of certificate of revocation or withdrawal. Service of process on foreign corporation. Rights and lia... - Sections 33-514 to 33-520a, inclusive, are repealed, effective January 1,...

Section 33-521 to 33-526. - Nonstock corporations: Miscellaneous provisions. - Sections 33-521 to 33-526, inclusive, are repealed, effective January 1,...

Chapter 601 - Business Corporations

Section 33-600. - Short title: Connecticut Business Corporation Act. - Sections 33-600 to 33-998, inclusive, shall be known and may...

Section 33-601. - Construction of statutes. - (a) Sections 33-600 to 33-998, inclusive, shall be so construed...

Section 33-602. - Definitions. - As used in sections 33-600 to 33-998, inclusive: (1) “Address”...

Section 33-603. - Notices and other communications. - (a) Notice under sections 33-600 to 33-998, inclusive, shall be...

Section 33-603a. - Householding. - (a) A corporation has delivered written notice or any other...

Section 33-604. - Number of shareholders. - (a) For purposes of sections 33-600 to 33-998, inclusive, the...

Section 33-605. - Qualified director. - (a) For purposes of sections 33-600 to 33-998, inclusive, a...

Section 33-606. - Defective corporate actions. Definitions. - As used in this section and sections 33-606a to 33-606g,...

Section 33-606a. - Defective corporate action not void or voidable, when. - (a) A defective corporate action shall not be void or...

Section 33-606b. - Ratification of defective corporate actions. - (a) To ratify a defective corporate action under this section,...

Section 33-606c. - Action on ratification. - (a) The quorum and voting requirements applicable to a ratifying...

Section 33-606d. - Notice requirements re action on ratification. - (a) Unless shareholder approval is required under subsection (c) of...

Section 33-606e. - Effect of ratification. - From and after the validation effective time, and without regard...

Section 33-606f. - Filings. - (a) If the defective corporate action ratified under sections 33-606...

Section 33-606g. - Judicial proceeding re validity of corporate action. - (a) Upon application by the corporation, any successor entity to...

Section 33-608. - Filing requirements. - (a) A document shall satisfy the requirements of this section,...

Section 33-609. - Forms. Mailing address. - (a) The Secretary of the State may prescribe and furnish...

Section 33-610. - Effective time and date of document. - (a) Except as provided in subsection (b) of this section...

Section 33-611. - Correcting filed document. - (a) A domestic or foreign corporation may correct a document...

Section 33-612. - Filing duty of Secretary of the State. - (a) If a document delivered to the office of the...

Section 33-613. - Appeal from Secretary of the State's refusal to file document. - (a) If the Secretary of the State refuses to file...

Section 33-614. - Evidentiary effect of copy of filed document. - A copy of a document filed by the Secretary of...

Section 33-615. - Certificate of existence or authorization. - (a) Any person may apply to the Secretary of the...

Section 33-616. - Penalty for signing false document. - A person who signs or otherwise executes a document he...

Section 33-617. - Fees payable to Secretary of the State. - (a) The Secretary of the State shall charge and collect...

Section 33-618. - Franchise tax. - (a) A corporation shall pay, and the Secretary of the...

Section 33-622. - Powers of Secretary of the State. - The Secretary of the State has the power reasonably necessary...

Section 33-623. - Regulations regarding electronic filing. - The Secretary of the State may adopt regulations in accordance...

Section 33-624. - Interrogatories by Secretary of the State. - (a) The Secretary of the State may propound to any...

Section 33-635. - Incorporators. - One or more persons may act as the incorporator or...

Section 33-636. - Certificate of incorporation. - (a) The certificate of incorporation shall set forth: (1) A...

Section 33-637. - Incorporation. - (a) The corporate existence begins when the certificate of incorporation...

Section 33-638. - Liability for preincorporation transactions. - All persons purporting to act as or on behalf of...

Section 33-639. - Organization of corporation. - (a) After incorporation: (1) If initial directors are named in...

Section 33-640. - Bylaws. - (a) The incorporators or board of directors of a corporation...

Section 33-641. - Emergency bylaws. - (a) Unless the certificate of incorporation provides otherwise, the board...

Section 33-642. - Certificate of incorporation or bylaws may require that internal corporate claims be brought in specified courts. - (a) The certificate of incorporation or the bylaws of a...

Section 33-645. - Purposes. - (a) Every corporation incorporated under sections 33-600 to 33-998, inclusive,...

Section 33-646. - Authorization to form corporation to transact insurance business. - (a) A certificate authorizing the formation of a corporation to...

Section 33-647. - General powers. - Unless its certificate of incorporation provides otherwise, every corporation has...

Section 33-648. - Emergency powers. - (a) In anticipation of or during an emergency defined in...

Section 33-649. - Ultra vires. - (a) Except as provided in subsection (b) of this section,...

Section 33-655. - Corporate name. - (a) The name of each corporation formed after January 1,...

Section 33-656. - Reserved name. - (a) A person may reserve the exclusive use of a...

Section 33-657. - Registered name. - (a) A foreign corporation may register its corporate name, or...

Section 33-660. - Registered office and registered agent. - (a) Each corporation that is required to file an annual...

Section 33-661. - Change of registered office or registered agent. - (a) A corporation may change its registered office or registered...

Section 33-662. - Resignation of registered agent. - (a) A registered agent may resign his agency appointment by...

Section 33-663. - Service of process on corporation. - (a) A corporation's registered agent is the corporation's agent for...

Section 33-665. - Authorized shares. - (a) The certificate of incorporation shall set forth any classes...

Section 33-666. - Terms of class or series of shares. - (a) If the certificate of incorporation so provides, the board...

Section 33-667. - Issued and outstanding shares. - (a) A corporation may issue the number of shares of...

Section 33-668. - Fractional shares. - (a) A corporation may: (1) Issue fractions of a share...

Section 33-671. - Subscription for shares before incorporation. - (a) A subscription for shares entered into before incorporation is...

Section 33-672. - Issuance of shares. - (a) The powers granted in this section to the board...

Section 33-673. - Liability of shareholders. - (a) A purchaser from a corporation of its own shares...

Section 33-673a. - Definitions. - As used in this section and sections 33-673b and 33-673c:...

Section 33-673b. - Limitation on liability of an interest holder of a domestic entity. Application of veil piercing doctrine, when permitted. - (a) A statutory limitation on the liability of an interest...

Section 33-673c. - Liability of domestic entity based upon reverse veil piercing doctrine, not permitted. - No domestic entity shall be responsible for a debt, obligation...

Section 33-674. - Share dividends. - (a) Unless the certificate of incorporation provides otherwise, shares may...

Section 33-675. - Share options and other equity compensation awards. - (a) A corporation may issue rights, options or warrants for...

Section 33-676. - Form and content of certificates. - (a) Shares may but need not be represented by certificates....

Section 33-677. - Shares without certificates. - (a) Unless the certificate of incorporation or a bylaw provides...

Section 33-678. - Restriction on transfer of shares and other securities. - (a) The certificate of incorporation, the bylaws, an agreement among...

Section 33-679. - Expense of issue. - A corporation may pay the expenses of selling or underwriting...

Section 33-680. - Surrender of share certificates. - The board of directors of a corporation may, from time...

Section 33-683. - Shareholder's preemptive rights. - (a) The shareholders of a corporation do not have a...

Section 33-684. - Corporation's acquisition of its own shares. - (a) A corporation may acquire its own shares and shares...

Section 33-687. - Distributions to shareholders. - (a) A board of directors may authorize and the corporation...

Section 33-695. - Annual meeting. - (a) Unless directors are elected by written consent in lieu...

Section 33-696. - Special meeting. - (a) A corporation shall hold a special meeting of shareholders:...

Section 33-697. - Court-ordered meeting. - (a) The superior court for the judicial district where a...

Section 33-698. - Action without meeting. - (a) Action required or permitted under any provision of sections...

Section 33-699. - Notice of meeting. - (a) A corporation shall notify shareholders of the date and...

Section 33-700. - Waiver of notice. - (a) A shareholder may waive any notice required by sections...

Section 33-701. - Record date. - (a) The bylaws may fix or provide the manner of...

Section 33-702. - Chairperson to preside. - (a) At each meeting of shareholders, a chairperson shall preside....

Section 33-703. - Remote participation in annual and special meetings. - (a) Shareholders of any class or series may participate in...

Section 33-704. - Shareholders' list for meeting. - (a) After fixing a record date for a meeting, a...

Section 33-705. - Voting entitlement of shares. - (a) Except as provided in subsections (b) and (c) of...

Section 33-706. - Proxies. - (a) A shareholder may vote his shares in person or...

Section 33-707. - Shares held by nominees. - (a) A corporation may establish a procedure by which the...

Section 33-708. - Corporation's acceptance or rejection of votes. - (a) If the name signed on a vote, consent, waiver...

Section 33-709. - Quorum and voting requirements for voting groups. - (a) Shares entitled to vote as a separate voting group...

Section 33-710. - Action by single and multiple voting groups. - (a) If the certificate of incorporation or sections 33-600 to...

Section 33-711. - Greater quorum or voting requirement. - (a) The certificate of incorporation may provide for a greater...

Section 33-712. - Voting for directors. Cumulative voting. - (a) Unless otherwise provided in the certificate of incorporation, directors...

Section 33-713. - Inspectors. - (a) A corporation having any shares listed on a national...

Section 33-715. - Voting trust. - (a) One or more shareholders may create a voting trust,...

Section 33-716. - Voting agreement. - (a) Two or more shareholders may provide for the manner...

Section 33-717. - Shareholder agreement. - (a) An agreement among the shareholders of a corporation that...

Section 33-720. - Derivative proceedings. Definitions. - As used in sections 33-720 to 33-727, inclusive: (1) “Derivative...

Section 33-721. - Standing. - A shareholder may not commence or maintain a derivative proceeding...

Section 33-722. - Demand. - No shareholder may commence a derivative proceeding until: (1) A...

Section 33-723. - Stay of proceedings. - If the corporation commences an inquiry into the allegations made...

Section 33-724. - Dismissal. - (a) A derivative proceeding shall be dismissed by the court...

Section 33-725. - Discontinuance or settlement. - A derivative proceeding may not be discontinued or settled without...

Section 33-726. - Payment of expenses. - On termination of the derivative proceeding the court may: (1)...

Section 33-727. - Applicability to foreign corporations. - In any derivative proceeding in the right of a foreign...

Section 33-735. - Requirements for and duties of board of directors. - (a) Except as provided in section 33-717, each corporation shall...

Section 33-736. - Qualifications for directors or nominees for directors. - (a) The certificate of incorporation or bylaws may prescribe qualifications...

Section 33-737. - Number and election of directors. - (a) A board of directors shall consist of one or...

Section 33-738. - Election of directors by certain classes of shareholders. - If the certificate of incorporation authorizes dividing the shares into...

Section 33-739. - Terms of directors generally. - (a) The terms of the initial directors of a corporation...

Section 33-740. - Staggered terms for directors. - The certificate of incorporation may provide for staggering the terms...

Section 33-741. - Resignation of directors. - (a) A director may resign at any time by delivering...

Section 33-742. - Removal of directors by shareholders. - (a) The shareholders may remove one or more directors with...

Section 33-743. - Removal of directors by judicial proceeding. - (a) The superior court for the judicial district where a...

Section 33-744. - Vacancy on board of directors. - (a) Unless the certificate of incorporation provides otherwise, if a...

Section 33-745. - Compensation of directors. - Unless the certificate of incorporation or a bylaw provides otherwise,...

Section 33-748. - Meetings. - (a) The board of directors may hold regular or special...

Section 33-749. - Action without meeting. - (a) Except to the extent that the certificate of incorporation...

Section 33-750. - Notice of meeting. - (a) Unless the certificate of incorporation or a bylaw provides...

Section 33-751. - Waiver of notice. - (a) A director may waive any notice required by sections...

Section 33-752. - Quorum and voting. - (a) Unless the certificate of incorporation or a bylaw requires...

Section 33-753. - Committees. - (a) Unless sections 33-600 to 33-998, inclusive, the certificate of...

Section 33-754. - Submission of matters for shareholder vote. - A corporation may agree to submit a matter to a...

Section 33-756. - General standards of conduct for directors. - (a) Each member of the board of directors, when discharging...

Section 33-757. - Liability for unlawful distribution. - (a) A director who votes for or assents to a...

Section 33-758. - General standards of liability for directors. - (a) A director shall not be liable to the corporation...

Section 33-763. - Officers. - (a) A corporation has the offices described in its bylaws...

Section 33-764. - Functions of officers. - Each officer has the authority and shall perform the functions...

Section 33-765. - Standards of conduct for officers. - (a) An officer with discretionary authority shall discharge his duties...

Section 33-766. - Resignation and removal of officers. - (a) An officer may resign at any time by delivering...

Section 33-767. - Contract rights of officers. - (a) The appointment of an officer does not itself create...

Section 33-770. - Definitions. - As used in sections 33-770 to 33-779, inclusive: (1) “Corporation”...

Section 33-771. - Permissible indemnification. - (a) Except as otherwise provided in this section, a corporation...

Section 33-772. - Mandatory indemnification. - A corporation shall indemnify a director who was wholly successful,...

Section 33-773. - Advance for expenses. - (a) A corporation may, before final disposition of a proceeding,...

Section 33-774. - Court-ordered indemnification and advance for expenses. - (a) A director who is a party to a proceeding...

Section 33-775. - Determination and authorization of indemnification. - (a) A corporation may not indemnify a director under section...

Section 33-776. - Indemnification of and advance for expenses to officers. Indemnification by corporations incorporated prior to January 1, 1997. - (a) A corporation may indemnify and advance expenses under sections...

Section 33-777. - Insurance. - A corporation may purchase and maintain insurance on behalf of...

Section 33-778. - Variation by corporate action. - (a) A corporation may, by a provision in its certificate...

Section 33-779. - Exclusivity of provisions. - A corporation may provide indemnification of or advance expenses to...

Section 33-781. - Definitions. - As used in sections 33-781 to 33-784, inclusive: (1) “Director's...

Section 33-782. - Judicial action. - (a) A transaction effected or proposed to be effected by...

Section 33-783. - Directors' action. - (a) Directors' action respecting a director's conflicting interest transaction is...

Section 33-784. - Shareholders' action. - (a) Shareholders' action respecting a director's conflicting interest transaction is...

Section 33-785. - Taking advantage of a business opportunity. - (a) If a director or officer pursues or takes advantage...

Section 33-795. - Authority to amend. - (a) A corporation may amend its certificate of incorporation at...

Section 33-796. - Amendment by board of directors. - Unless the certificate of incorporation provides otherwise, a corporation's board...

Section 33-797. - Amendment by board of directors and shareholders. - (a) If a corporation has issued shares, an amendment to...

Section 33-798. - Voting on amendments by voting groups. - (a) If a corporation has more than one class of...

Section 33-799. - Amendment before issuance of shares. - If a corporation has not yet issued shares, its board...

Section 33-800. - Certificate of amendment. - After an amendment to the certificate of incorporation has been...

Section 33-801. - Restated certificate of incorporation. - (a) A corporation's board of directors may restate its certificate...

Section 33-802. - Amendment pursuant to reorganization. - (a) A corporation's certificate of incorporation may be amended without...

Section 33-803. - Effect of amendment. - An amendment to the certificate of incorporation does not affect...

Section 33-806. - Amendment by shareholders or board of directors. - (a) A corporation's shareholders may amend or repeal the corporation's...

Section 33-807. - Bylaw increasing quorum or voting requirement for shareholders. - (a) If authorized by the certificate of incorporation, the shareholders...

Section 33-808. - Bylaw increasing quorum or voting requirement for directors. - (a) A bylaw that fixes a greater quorum or voting...

Section 33-809. - Bylaw provisions relating to the election of directors. - (a) Unless the certificate of incorporation specifically prohibits the adoption...

Section 33-814. - Definitions. - As used in this section and sections 33-815 to 33-821a,...

Section 33-815. - Merger. - (a) One or more domestic corporations may, in accordance with...

Section 33-816. - Share exchange. - (a) Through a share exchange: (1) A domestic corporation may...

Section 33-817. - Action on plan of merger or share exchange. - In the case of a domestic corporation that is a...

Section 33-818. - Merger of subsidiary. - (a) A domestic parent corporation that owns shares of a...

Section 33-819. - Certificate of merger or share exchange. - (a) After a plan of merger or share exchange has...

Section 33-820. - Effect of merger or share exchange. - (a) When a merger becomes effective: (1) The corporation that...

Section 33-821. - Merger or share exchange with foreign corporation. - Section 33-821 is repealed, effective July 1, 2003. (P.A. 94-186,...

Section 33-821a. - Abandoned merger or share exchange. - (a) Unless otherwise provided in a plan of merger or...

Section 33-830. - Sale or other disposition of assets in regular course of business. Mortgage or other encumbrance, transfer or distribution of assets. - No approval of the shareholders of a corporation is required,...

Section 33-831. - Sale or other disposition of assets leaving no significant continuing business activity. - (a) A sale, lease, exchange or other disposition of assets,...

Section 33-840. - Business combinations. Definitions. - The terms used in sections 33-840 to 33-842, inclusive, shall...

Section 33-841. - Approval of business combination. - In addition to any vote otherwise required by law or...

Section 33-842. - Exceptions. - (a) For purposes of subsection (b) of this section: (1)...

Section 33-843. - Business combinations. Definitions. - For the purposes of sections 33-843 to 33-845, inclusive: (1)...

Section 33-844. - Business combination with interested shareholder prohibited for five years unless approved by board of directors. - (a) Except as provided in section 33-845, notwithstanding anything to...

Section 33-845. - Excepted business combinations. - The provisions of section 33-844 shall not apply: (1) To...

Section 33-855. - Definitions. - As used in this section and sections 33-856 to 33-872,...

Section 33-856. - Right to appraisal. - (a) A shareholder is entitled to appraisal rights, and to...

Section 33-857. - Assertion of rights by nominees and beneficial owners. - (a) A record shareholder may assert appraisal rights as to...

Section 33-860. - Notice of appraisal rights. - (a) Where any corporate action specified in subsection (a) of...

Section 33-861. - Notice of intent to demand payment. Consequences of voting or consenting. - (a) If a corporate action specified in subsection (a) of...

Section 33-862. - Appraisal notice and form. - (a) If a corporate action requiring appraisal rights under subsection...

Section 33-863. - Perfection of rights. Right to withdraw. - (a) A shareholder who receives notice pursuant to section 33-862...

Section 33-864. - Share restrictions. - Section 33-864 is repealed, effective October 1, 2001. (P.A. 94-186,...

Section 33-865. - Payment. - (a) Except as provided in section 33-867, within thirty days...

Section 33-866. - Failure to take action. - Section 33-866 is repealed, effective October 1, 2001. (P.A. 94-186,...

Section 33-867. - After-acquired shares. - (a) A corporation may elect to withhold payment required by...

Section 33-868. - Procedure if shareholder dissatisfied with payment or offer. - (a) A shareholder paid pursuant to section 33-865 who is...

Section 33-871. - Court action. - (a) If a shareholder makes demand for payment under section...

Section 33-872. - Court costs and expenses. - (a) The court in an appraisal proceeding commenced under section...

Section 33-880. - Dissolution by incorporators or initial directors. - A majority of the incorporators or initial directors of a...

Section 33-881. - Dissolution by board of directors and shareholders. - (a) A corporation's board of directors may propose dissolution for...

Section 33-882. - Certificate of dissolution. - (a) At any time after dissolution is authorized, the corporation...

Section 33-883. - Revocation of dissolution. - (a) A corporation may revoke its dissolution within one hundred...

Section 33-884. - Effect of dissolution. - (a) A dissolved corporation continues its corporate existence but may...

Section 33-885. - Requirements prior to final liquidating distribution of assets. - No final liquidating distribution of assets shall be made to...

Section 33-886. - Known claims against dissolved corporation. - (a) A dissolved corporation may dispose of the known claims...

Section 33-887. - Unknown claims against dissolved corporation. - (a) A dissolved corporation may also publish notice of its...

Section 33-887a. - Proceeding for determination of security for payment of contingent or unknown claims or claims arising after dissolution. - (a) A dissolved corporation that has published a notice under...

Section 33-887b. - Duties of directors of dissolved corporation. - (a) Directors of a dissolved corporation shall cause the dissolved...

Section 33-890. - Administrative dissolution. - (a) The Secretary of the State may effect the administrative...

Section 33-891. - Effect of administrative dissolution. - (a) A corporation administratively dissolved continues its corporate existence but...

Section 33-892. - Reinstatement following administrative dissolution. - (a) A corporation administratively dissolved may apply to the Secretary...

Section 33-893. - Appeal from refusal of reinstatement. - (a) If the Secretary of the State refuses to file...

Section 33-896. - Grounds for judicial dissolution. - (a) The superior court for the judicial district where the...

Section 33-897. - Procedure for judicial dissolution. - (a) Venue for a proceeding brought by any party named...

Section 33-898. - Receivership or custodianship. - (a) Unless an election to purchase has been filed under...

Section 33-899. - Decree of dissolution. - (a) If after a hearing the court determines that one...

Section 33-900. - Election to purchase in lieu of dissolution. - (a) In a proceeding under subdivision (1) of subsection (a)...

Section 33-903. - Deposit of assets with State Treasurer or other state official. - Assets of a dissolved corporation that should be transferred to...

Section 33-910. - Provisions applicable to specially chartered corporations. - (a) Except as otherwise provided in sections 33-910 to 33-914,...

Section 33-911. - Formation of specially chartered corporation. - Formation of a specially chartered corporation shall, following enactment of...

Section 33-912. - Amendment of special charter. - (a) Amendment of a special charter by the General Assembly...

Section 33-913. - Surrender of charter and reincorporation. - (a) Any specially chartered corporation may surrender its charter and...

Section 33-914. - Franchise tax. - (a) Specially chartered corporations formed after January 1, 1961, shall...

Section 33-920. - Authority to transact business required. - (a) A foreign corporation, other than an insurance, surety or...

Section 33-921. - Consequences of transacting business without authority. - (a) A foreign corporation transacting business in this state without...

Section 33-921a. - Limited amnesty for foreign corporation transacting business without authority. - Notwithstanding any provision of sections 33-600 to 33-998, inclusive, any...

Section 33-922. - Application for certificate of authority. - (a) A foreign corporation may apply for a certificate of...

Section 33-923. - Amended certificate of authority. - (a) A foreign corporation authorized to transact business in this...

Section 33-924. - Effect of certificate of authority. - (a) A certificate of authority authorizes the foreign corporation to...

Section 33-925. - Corporate name of foreign corporation. - (a) The corporate name of a foreign corporation must satisfy...

Section 33-926. - Registered office and registered agent of foreign corporation. - (a) Each foreign corporation authorized to transact business in this...

Section 33-927. - Change of registered office or registered agent of foreign corporation. - (a) A foreign corporation authorized to transact business in this...

Section 33-928. - Resignation of registered agent of foreign corporation. - (a) The registered agent of a foreign corporation may resign...

Section 33-929. - Service of process on foreign corporation. - (a) The registered agent of a foreign corporation authorized to...

Section 33-932. - Withdrawal of foreign corporation. - (a) A foreign corporation authorized to transact business in this...

Section 33-935. - Grounds for revocation. - The Secretary of the State may commence a proceeding under...

Section 33-936. - Procedure for and effect of revocation. - (a) If the Secretary of the State determines that one...

Section 33-937. - Appeal from revocation. - (a) A foreign corporation may appeal the Secretary of the...

Section 33-945. - Corporate records. - (a) A corporation shall keep as permanent records minutes of...

Section 33-946. - Inspection of records by shareholders. - (a) A shareholder of a corporation is entitled to inspect...

Section 33-947. - Scope of inspection right. - (a) A shareholder's agent or attorney has the same inspection...

Section 33-948. - Court-ordered inspection. - (a) If a corporation does not allow a shareholder who...

Section 33-949. - Inspection of records by directors. - (a) A director of a corporation is entitled to inspect...

Section 33-950. - Exception to notice requirement. - (a) Whenever notice would otherwise be required to be given...

Section 33-951. - Financial statements for shareholders. - (a) A corporation, except a corporation required by law to...

Section 33-952. - Other reports to shareholders. - Section 33-952 is repealed, effective October 1, 2001. (P.A. 94-186,...

Section 33-953. - Reports. - (a) Each domestic corporation, except banks, trust companies, insurance or...

Section 33-954. - Failure to file report. Incorrect report. - (a) Any corporation required to file annual reports as provided...

Section 33-955. - Interim notice of change of director or officer. - (a) When the directors or officers of a domestic or...

Section 33-995. - Applicability to domestic corporations in existence on January 1, 1997. - Sections 33-600 to 33-998, inclusive, apply to all domestic corporations...

Section 33-996. - Applicability to qualified foreign corporations. - A foreign corporation authorized to transact business in this state...

Section 33-997. - Saving provisions. - (a) Except as provided in subsection (b) of this section,...

Section 33-997a. - Reservation of power to amend or repeal. - The General Assembly has power to amend or repeal all...

Section 33-998. - Severability. - If any provision of sections 33-600 to 33-998, inclusive, or...

Chapter 602 - Nonstock Corporations

Section 33-1000. - Short title: Connecticut Revised Nonstock Corporation Act. - Sections 33-1000 to 33-1290, inclusive, shall be known and may...

Section 33-1001. - Construction of statutes. - (a) Sections 33-1000 to 33-1290, inclusive, shall be so construed...

Section 33-1002. - Definitions. - As used in sections 33-1000 to 33-1290, inclusive: (1) “Address”...

Section 33-1003. - Notice. - (a) Notice under sections 33-1000 to 33-1290, inclusive, shall be...

Section 33-1003a. - Qualified director. - (a) For purposes of sections 33-1000 to 33-1290, inclusive, a...

Section 33-1004. - Filing requirements. - (a) A document shall satisfy the requirements of this section,...

Section 33-1005. - Forms. Mailing address. - (a) The Secretary of the State may prescribe and furnish...

Section 33-1006. - Effective time and date of document. - (a) Except as provided in subsection (b) of this section...

Section 33-1007. - Correcting filed document. - (a) A domestic or foreign corporation may correct a document...

Section 33-1008. - Filing duty of Secretary of the State. - (a) If a document delivered to the office of the...

Section 33-1009. - Appeal from Secretary of the State's refusal to file document. - (a) If the Secretary of the State refuses to file...

Section 33-1010. - Evidentiary effect of copy of filed document. - A copy of a document filed by the Secretary of...

Section 33-1011. - Certificate of existence or authorization. - (a) Any person may apply to the Secretary of the...

Section 33-1012. - Penalty for signing false document. - A person who signs or otherwise executes a document he...

Section 33-1013. - Fees payable to Secretary of the State. - (a) The Secretary of the State shall charge and collect...

Section 33-1014. - Franchise tax. - A corporation shall pay and the Secretary of the State...

Section 33-1015. - Powers of Secretary of the State. - The Secretary of the State has the power reasonably necessary...

Section 33-1016. - Regulations regarding electronic filing. - The Secretary of the State may adopt regulations in accordance...

Section 33-1017. - Interrogatories by Secretary of the State. - (a) The Secretary of the State may propound to any...

Section 33-1025. - Incorporators. - One or more persons may act as the incorporator or...

Section 33-1026. - Certificate of incorporation. - (a) The certificate of incorporation shall set forth: (1) A...

Section 33-1027. - Incorporation. - (a) The corporate existence begins when the certificate of incorporation...

Section 33-1028. - Liability for preincorporation transactions. - All persons purporting to act as or on behalf of...

Section 33-1029. - Organization of corporation. - (a)(1) If initial directors are named in the certificate of...

Section 33-1030. - Bylaws. - (a) The incorporators or board of directors of a corporation...

Section 33-1031. - Emergency bylaws. - (a) Unless the certificate of incorporation provides otherwise, the board...

Section 33-1035. - Purposes. - (a) A corporation may be formed under sections 33-1000 to...

Section 33-1036. - General powers. - Unless its certificate of incorporation provides otherwise, every corporation has...

Section 33-1037. - Emergency powers. - (a) In anticipation of or during an emergency defined in...

Section 33-1038. - Ultra vires. - (a) Except as provided in subsection (b) of this section,...

Section 33-1045. - Corporate name. - (a) The name of each corporation formed after January 1,...

Section 33-1046. - Reserved name. - (a) A person may reserve the exclusive use of a...

Section 33-1047. - Registered name. - (a) A foreign corporation may register its corporate name, or...

Section 33-1050. - Registered office and registered agent. - (a) Each corporation that is required to file an annual...

Section 33-1051. - Change of registered office or registered agent. - (a) A corporation may change its registered office or registered...

Section 33-1052. - Resignation of registered agent. - (a) A registered agent may resign his agency appointment by...

Section 33-1053. - Service of process on corporation. - (a) A corporation's registered agent is the corporation's agent for...

Section 33-1055. - Classes of members. - A corporation may have one or more classes of members...

Section 33-1056. - Rules for membership. - (a) Membership shall be governed by such rules of admission,...

Section 33-1057. - Corporation may impose fines and penalties and levy dues and assessments. - (a) A corporation may impose fines or penalties on members...

Section 33-1058. - Liability of members. - (a) A member of a corporation shall not be liable...

Section 33-1061. - Annual meeting. Regular meeting. - (a) A corporation that has members entitled to vote for...

Section 33-1062. - Special meeting. - (a) A corporation that has members entitled to vote shall...

Section 33-1063. - Court-ordered meeting. - (a) The superior court for the judicial district where a...

Section 33-1064. - Action without meeting. Validity of actions at meetings not properly called. - (a) Any action which, under any provision of sections 33-1000...

Section 33-1065. - Notice of meeting. - (a) A corporation shall notify members entitled to vote of...

Section 33-1066. - Waiver of notice. - (a) A member may waive any notice required by sections...

Section 33-1067. - Record date. - (a) The bylaws may fix or provide the manner of...

Section 33-1068. - Chairperson to preside. - (a) At each meeting of members, a chairperson shall preside....

Section 33-1069. - Remote participation in meetings. - (a) Members of any class may participate in any meeting...

Section 33-1070. - Members' list for meeting. - (a) After fixing a record date for a meeting, a...

Section 33-1071. - Member voting rights. - (a) Unless the certificate of incorporation provides otherwise, each member,...

Section 33-1072. - Proxies. - (a) Unless the certificate of incorporation or bylaws provide otherwise,...

Section 33-1073. - Corporation's acceptance or rejection of votes. - (a) If the name signed on a vote, consent, waiver...

Section 33-1074. - Quorum and voting requirements. - (a) Members entitled to vote on a matter may take...

Section 33-1075. - Action by single and multiple classes of members. - (a) If the certificate of incorporation or sections 33-1000 to...

Section 33-1076. - Other quorum or voting requirement. - (a) The certificate of incorporation may provide for a greater...

Section 33-1077. - Voting for directors. Cumulative voting. - (a) Unless otherwise provided in the certificate of incorporation, directors...

Section 33-1078. - Inspectors. - (a) A corporation may appoint one or more inspectors to...

Section 33-1080. - Requirements for and duties of board of directors. - (a) Each corporation shall have a board of directors. (b)...

Section 33-1081. - Qualifications of directors. - (a) The certificate of incorporation or bylaws may prescribe qualifications...

Section 33-1082. - Number and election of directors. - (a) A board of directors shall consist of three or...

Section 33-1083. - Special provisions regarding directors. - (a) The certificate of incorporation may provide that the entire...

Section 33-1084. - Election of directors by certain classes of members. - If the certificate of incorporation authorizes classes of members, the...

Section 33-1085. - Terms of directors generally. - (a) The terms of the initial directors of a corporation...

Section 33-1086. - Staggered terms for directors. - (a) The certificate of incorporation or, subject to the provisions...

Section 33-1087. - Resignation of directors. - (a) A director may resign at any time by delivering...

Section 33-1088. - Removal of directors by members or directors. - (a) The members entitled to vote for the election of...

Section 33-1089. - Proceedings to determine validity of election. - (a) Upon application of any member, director or person aggrieved,...

Section 33-1090. - Removal of directors by judicial proceeding. - (a) The superior court for the judicial district where a...

Section 33-1091. - Vacancy on board of directors. - (a) Unless the certificate of incorporation provides otherwise, if a...

Section 33-1091a. - Judicial appointment of board of directors. - If the board of directors of a corporation ceases to...

Section 33-1092. - Compensation of directors. - Unless the certificate of incorporation or bylaws provide otherwise, the...

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Connecticut General Statutes Title 33 - Corporations

Connecticut General Statutes
Title 33 - Corporations