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Chapter 602

• Sec. 33-1000. Short title: Connecticut Revised Nonstock Corporation Act.
• Sec. 33-1001. Construction of statutes.
• Sec. 33-1002. Definitions.
• Sec. 33-1003. Notice.
• Sec. 33-1003a. Qualified director.
• Sec. 33-1004. Filing requirements.
• Sec. 33-1005. Forms. Mailing address.
• Sec. 33-1006. Effective time and date of document.
• Sec. 33-1007. Correcting filed document.
• Sec. 33-1008. Filing duty of Secretary of the State.
• Sec. 33-1009. Appeal from Secretary of the State's refusal to file document.
• Sec. 33-1010. Evidentiary effect of copy of filed document.
• Sec. 33-1011. Certificate of existence or authorization.
• Sec. 33-1012. Penalty for signing false document.
• Sec. 33-1013. Fees payable to Secretary of the State.
• Sec. 33-1014. Franchise tax.
• Sec. 33-1015. Powers of Secretary of the State.
• Sec. 33-1016. Regulations regarding electronic filing.
• Sec. 33-1017. Interrogatories by Secretary of the State.
• Secs. 33-1018 to 33-1024.
• Sec. 33-1025. Incorporators.
• Sec. 33-1026. Certificate of incorporation.
• Sec. 33-1027. Incorporation.
• Sec. 33-1028. Liability for preincorporation transactions.
• Sec. 33-1029. Organization of corporation.
• Sec. 33-1030. Bylaws.
• Sec. 33-1031. Emergency bylaws.
• Secs. 33-1032 to 33-1034.
• Sec. 33-1035. Purposes.
• Sec. 33-1036. General powers.
• Sec. 33-1037. Emergency powers.
• Sec. 33-1038. Ultra vires.
• Secs. 33-1039 to 33-1044.
• Sec. 33-1045. Corporate name.
• Sec. 33-1046. Reserved name.
• Sec. 33-1047. Registered name.
• Secs. 33-1048 and 33-1049.
• Sec. 33-1050. Registered office and registered agent.
• Sec. 33-1051. Change of registered office or registered agent.
• Sec. 33-1052. Resignation of registered agent.
• Sec. 33-1053. Service of process on corporation.
• Sec. 33-1054.
• Sec. 33-1055. Classes of members.
• Sec. 33-1056. Rules for membership.
• Sec. 33-1057. Corporation may impose fines and penalties and levy dues and assessments.
• Sec. 33-1058. Liability of members.
• Secs. 33-1059 and 33-1060.
• Sec. 33-1061. Annual meeting. Regular meeting.
• Sec. 33-1062. Special meeting.
• Sec. 33-1063. Court-ordered meeting.
• Sec. 33-1064. Action without meeting. Validity of actions at meetings not properly called.
• Sec. 33-1065. Notice of meeting.
• Sec. 33-1066. Waiver of notice.
• Sec. 33-1067. Record date.
• Sec. 33-1068. Chairperson to preside.
• Sec. 33-1069.
• Sec. 33-1070. Members' list for meeting.
• Sec. 33-1071. Member voting rights.
• Sec. 33-1072. Proxies.
• Sec. 33-1073. Corporation's acceptance or rejection of votes.
• Sec. 33-1074. Quorum and voting requirements.
• Sec. 33-1075. Action by single and multiple classes of members.
• Sec. 33-1076. Other quorum or voting requirement.
• Sec. 33-1077. Voting for directors. Cumulative voting.
• Sec. 33-1078. Inspectors.
• Sec. 33-1079.
• Sec. 33-1080. Requirements for and duties of board of directors.
• Sec. 33-1081. Qualifications of directors.
• Sec. 33-1082. Number and election of directors.
• Sec. 33-1083. Special provisions regarding directors.
• Sec. 33-1084. Election of directors by certain classes of members.
• Sec. 33-1085. Terms of directors generally.
• Sec. 33-1086. Staggered terms for directors.
• Sec. 33-1087. Resignation of directors.
• Sec. 33-1088. Removal of directors by members or directors.
• Sec. 33-1089. Proceedings to determine validity of election.
• Sec. 33-1090. Removal of directors by judicial proceeding.
• Sec. 33-1091. Vacancy on board of directors.
• Sec. 33-1091a. Judicial appointment of board of directors.
• Sec. 33-1092. Compensation of directors.
• Secs. 33-1093 and 33-1094.
• Sec. 33-1095. Meetings.
• Sec. 33-1096. Court-ordered meeting of directors.
• Sec. 33-1097. Action without meeting.
• Sec. 33-1098. Notice of meeting.
• Sec. 33-1099. Waiver of notice.
• Sec. 33-1100. Quorum and voting.
• Sec. 33-1101. Committees.
• Secs. 33-1102 and 33-1103.
• Sec. 33-1104. General standards for directors.
• Sec. 33-1105. Liability for unlawful distribution.
• Sec. 33-1106. Liability for loans.
• Secs. 33-1107 and 33-1108.
• Sec. 33-1109. Officers.
• Sec. 33-1110. Functions of officers.
• Sec. 33-1111. Standards of conduct for officers.
• Sec. 33-1112. Resignation and removal of officers.
• Sec. 33-1113. Contract rights of officers.
• Secs. 33-1114 and 33-1115.
• Sec. 33-1116. Definitions.
• Sec. 33-1117. Permissible indemnification.
• Sec. 33-1118. Mandatory indemnification.
• Sec. 33-1119. Advance for expenses.
• Sec. 33-1120. Court-ordered indemnification and advance for expenses.
• Sec. 33-1121. Determination and authorization of indemnification.
• Sec. 33-1122. Indemnification of and advance for expenses to officers, employees and agents.
• Sec. 33-1123. Insurance.
• Sec. 33-1124. Variation by corporate action.
• Secs. 33-1125. Exclusivity of provisions.
• Sec. 33-1126.
• Sec. 33-1127. Definitions.
• Sec. 33-1128. Judicial action.
• Sec. 33-1129. Directors' action.
• Sec. 33-1130. Members' action.
• Sec. 33-1131. Taking advantage of a business opportunity.
• Secs. 33-1132 to 33-1139.
• Sec. 33-1140. Authority to amend.
• Sec. 33-1141. Certain amendments by board of directors.
• Sec. 33-1142. Amendment by board of directors and members.
• Sec. 33-1143. Amendments by incorporators.
• Sec. 33-1144. Certificate of amendment.
• Sec. 33-1145. Restated certificate of incorporation.
• Sec. 33-1146. Amendment pursuant to reorganization.
• Sec. 33-1147. Effect of amendment.
• Secs. 33-1148 and 33-1149.
• Sec. 33-1150. Amendment by board of directors or members.
• Sec. 33-1151. Bylaw increasing quorum or voting requirement for members.
• Sec. 33-1152. Bylaw increasing quorum or voting requirement for directors.
• Secs. 33-1153 and 33-1154.
• Sec. 33-1155. Merger.
• Sec. 33-1156. Action on plan of merger.
• Sec. 33-1157. Certificate of merger.
• Sec. 33-1158. Effect of merger.
• Sec. 33-1159. Merger with foreign corporation.
• Sec. 33-1159a. Merger with foreign corporation.
• Sec. 33-1159b. Abandoned merger.
• Secs. 33-1160 to 33-1164.
• Sec. 33-1165. Sale or other disposition of assets in regular course of affairs. Mortgage or other encumbrance or transfer of assets.
• Sec. 33-1166. Sale or other disposition of assets leaving no significant continuing activity.
• Secs. 33-1167 to 33-1169.
• Sec. 33-1170. Dissolution by incorporators or initial directors.
• Sec. 33-1171. Dissolution by resolution of board of directors and members.
• Sec. 33-1172. Certificate of dissolution.
• Sec. 33-1173. Revocation of dissolution.
• Sec. 33-1174. Effect of dissolution.
• Sec. 33-1175. Adoption of plan for distribution of assets.
• Sec. 33-1176. Liquidating distribution of assets.
• Sec. 33-1177. Known claims against dissolved corporation.
• Sec. 33-1178. Unknown claims against dissolved corporation.
• Sec. 33-1178a. Proceeding for determination of security for payment of contingent or unknown claims or claims arising after dissolution.
• Sec. 33-1178b. Duties of directors of dissolved corporation.
• Secs. 33-1179 and 33-1180.
• Sec. 33-1181. Administrative dissolution.
• Sec. 33-1182. Effect of administrative dissolution.
• Sec. 33-1183. Reinstatement following administrative dissolution.
• Sec. 33-1184. Appeal from refusal of reinstatement.
• Secs. 33-1185 and 33-1186.
• Sec. 33-1187. Grounds for judicial dissolution.
• Sec. 33-1188. Procedure for judicial dissolution.
• Sec. 33-1189. Receivership or custodianship.
• Sec. 33-1190. Decree of dissolution.
• Secs. 33-1191 and 33-1192.
• Sec. 33-1193. Deposit of assets with State Treasurer or other state official.
• Secs. 33-1194 to 33-1199.
• Sec. 33-1200. Provisions applicable to specially chartered corporations.
• Sec. 33-1201. Formation of specially chartered corporation.
• Sec. 33-1202. Amendment of special charter.
• Sec. 33-1203. Surrender of charter and reincorporation.
• Sec. 33-1204. Franchise tax.
• Sec. 33-1205. Dissolution of specially chartered beach association.
• Secs. 33-1206 to 33-1209.
• Sec. 33-1210. Authority to conduct affairs required.
• Sec. 33-1211. Consequences of conducting affairs without authority.
• Sec. 33-1212. Application for certificate of authority.
• Sec. 33-1213. Amended certificate of authority.
• Sec. 33-1214. Effect of certificate of authority.
• Sec. 33-1215. Corporate name of foreign corporation.
• Sec. 33-1216. Registered office and registered agent of foreign corporation.
• Sec. 33-1217. Change of registered office or registered agent of foreign corporation.
• Sec. 33-1218. Resignation of registered agent of foreign corporation.
• Sec. 33-1219. Service of process on foreign corporation.
• Secs. 33-1220 and 33-1221.
• Sec. 33-1222. Withdrawal of foreign corporation.
• Secs. 33-1223 and 33-1224.
• Sec. 33-1225. Grounds for revocation.
• Sec. 33-1226. Procedure for and effect of revocation.
• Sec. 33-1227. Appeal from revocation.
• Secs. 33-1228 to 33-1234.
• Sec. 33-1235. Corporate records.
• Sec. 33-1236. Inspection of records by members.
• Sec. 33-1237. Scope of inspection right.
• Sec. 33-1238. Court-ordered inspection.
• Sec. 33-1239. Inspection of records by directors.
• Sec. 33-1240. Exception to notice requirement.
• Sec. 33-1241. Financial statements.
• Sec. 33-1242. Other reports to members.
• Sec. 33-1243. Reports.
• Sec. 33-1244. Failure to file report. Incorrect report.
• Sec. 33-1245. Interim notice of change of director or officer.
• Secs. 33-1246 to 33-1284.
• Sec. 33-1285. Judicial relief.
• Sec. 33-1286. Applicability to domestic corporations in existence on January 1, 1997.
• Sec. 33-1287. Applicability to qualified foreign corporations.
• Sec. 33-1288. Savings provisions.
• Sec. 33-1289. Reservation of power to amend or repeal.
• Sec. 33-1290. Severability.
• Secs. 33-1291 to 33-1330.