Title 33, Title 33: Corporations

Sec. 33-211. Changes in certificate of incorporation. Any such corporation may at any time amend its certificate of incorporation by a three-fourths vote of its members present and voting at a meeting of the corporation called to consider such amendment or, if the vote upon such …

Sec. 33-212. Marketing contract. Any such corporation may enter into marketing contracts with its members requiring the members to sell for any period of time, not over ten years, all or any part of their agricultural products or commodities exclusively to or through the corporat…

Sec. 33-213. Remedies for breach of contract. The bylaws of any such corporation, or such marketing contract, may fix as liquidated damages specific sums to be paid by any member upon the breach of any provision of such marketing contract, and such liquidated damages shall be val…

Sec. 33-214. Interest in other corporations. Any such corporation may organize, control or own stock in any other corporation engaged in treating, dealing with, handling, manufacturing, marketing or selling the agricultural products handled by such corporation or the by-products …

Sec. 33-215. Receivership. Dissolution. Any such corporation shall be subject to the provisions of the general corporation law with reference to receiverships, provided no application for a receivership of any corporation organized under this chapter shall be brought by less than…

Sec. 33-216. Franchise fee. Upon the filing with the Secretary of the State of the certificate of incorporation or an amended certificate, the corporation shall pay to the secretary a franchise fee of fifty dollars, except that, where the certificate of incorporation or amendment…

Sec. 33-217. Annual license fee. Any such corporation shall pay, during January of each year, to the Secretary of the State, a license fee of fifty dollars. If such fee is not paid on or before February first, a penalty of fifty dollars shall be added thereto, and such fee, toget…

Sec. 33-218. Definitions. “Cooperative” means any corporation organized under this chapter or which becomes subject to this chapter in the manner hereinafter provided, and “person” means any natural person, firm, association, limited liability company, corporation, municipal corp…

Sec. 33-219. Purposes. Exceptions. Utilization of cogeneration technology and renewable energy resources. (a) Cooperative, nonprofit, membership corporations may be organized under this chapter for the purpose of supplying electric energy and promoting and extending the use there…

Sec. 33-220. Name. The name of a cooperative shall include the words “Electric” and “Cooperative”, and the abbreviation “Inc.”, unless, in an affidavit made by its president or vice president and filed with the Secretary of the State, or in an affidavit made by a person signing a…

Sec. 33-221. Powers. A cooperative shall have power, subject to the limitations of section 33-219: (a) To sue and be sued in its corporate name; (b) to have perpetual existence; (c) to adopt a corporate seal and alter the same; (d) to generate, manufacture, purchase, acquire, acc…

Sec. 33-222. Incorporators. Five or more natural persons who are residents of Connecticut may organize a cooperative in the manner hereinafter provided. (1949 Rev., S. 5331.)

Sec. 33-223. Articles of incorporation. Articles of incorporation of a cooperative shall recite that they are executed pursuant to this chapter and shall state: (1) The name of the cooperative; (2) the address of its principal office; (3) the names and addresses of the incorporat…

Sec. 33-224. Bylaws. The board of trustees shall adopt the first bylaws of a cooperative to be adopted following incorporation. Thereafter the members shall adopt, amend or repeal the bylaws by the affirmative vote of a majority of those members voting thereon at a meeting of the…

Sec. 33-225. Members. Each incorporator of a cooperative shall be a member thereof, but no other person may become a member thereof unless such other person agrees to use electric energy or other services furnished by the cooperative when they are made available through its facil…

Sec. 33-226. Meetings of members. (a) An annual meeting of the members of a cooperative shall be held at such time and place as is provided in the bylaws. (b) Special meetings of the members shall be called by the president, by the board of trustees, by any three trustees or by n…

Sec. 33-227. Waiver of notice. Any person entitled to notice of a meeting may waive such notice in writing either before or after such meeting. If any such person attends such meeting, such attendance shall constitute a waiver of notice of such meeting, unless such person partici…

Sec. 33-228. Board of trustees. (a) The business of a cooperative shall be managed by a board of not less than five trustees, each of whom shall be a member of the cooperative. The bylaws shall prescribe the number of trustees, their qualifications, other than those prescribed in…

Sec. 33-229. Officers. The officers of a cooperative shall consist of a president, vice president, secretary and treasurer, who shall be elected annually by and from the board of trustees. When a person holding any such office ceases to be a trustee he shall cease to hold such of…

Sec. 33-230. Amendment of articles of incorporation. A cooperative may amend its articles of incorporation by complying with the following requirements: The proposed amendment shall be presented to a meeting of the members, the notice of which shall set forth or have attached the…

Sec. 33-231. Change of location of principal office. A cooperative may, upon authorization of its board of trustees or its members, change the location of its principal office by filing a certificate reciting such change of principal office, executed and acknowledged by its presi…

Sec. 33-232. Dissolution. (a) A cooperative which has not commenced business may be dissolved by delivering to the Secretary of the State articles of dissolution, which shall be executed and acknowledged on behalf of the cooperative by a majority of the incorporators and which sh…

Sec. 33-233. Filing of articles. Articles of incorporation, amendment or dissolution, when executed and acknowledged and accompanied by such affidavits as may be required by applicable provisions of this chapter, shall be presented to the Secretary of the State for filing in the …

Sec. 33-234. Fees. The Secretary of the State shall charge and collect the fees set forth in section 33-617, for the filing of articles or certificates provided for in this chapter. (1949 Rev., S. 5348; May Sp. Sess. P.A. 92-6, S. 91, 117; P.A. 96-271, S. 169, 254.) History: May …

Sec. 33-235. Refunds to members. Revenues of a cooperative for any fiscal year in excess of the amount thereof necessary (a) to defray the expenses of the operation and maintenance of the facilities of the cooperative during such fiscal year, (b) to pay interest and principal obl…

Sec. 33-236. Disposition of property. (a) The board of trustees of a cooperative shall have full power and authority, without authorization by the members thereof, to authorize the execution and delivery of a mortgage or mortgages or a deed or deeds of trust of, or the pledging o…

Sec. 33-237. Nonliability of members for debts of cooperative. No member shall be liable or responsible for any debts of the cooperative and the property of the members shall not be subject to execution therefor. (1949 Rev., S. 5345.)

Sec. 33-238. Recordation of mortgages; effect thereof. Any mortgage, deed of trust or other instrument executed by a cooperative doing business in this state pursuant to this chapter, which affects real and personal property and which is recorded in the real property records in a…

Sec. 33-239. Trustees, officers or members may take acknowledgments. No person authorized to take acknowledgments under the laws of this state shall be disqualified from taking acknowledgments of instruments executed in favor of a cooperative or to which it is a party, by reason …

Sec. 33-240. License fee. Exemption from excise and income taxes. Each cooperative doing business in this state pursuant to this chapter shall pay annually, on or before July first, to the Secretary of the State, a fee of twenty-five dollars, but shall be exempt from all other ex…

Sec. 33-240a. Liability for taxation, when. Notwithstanding section 33-240, an electric cooperative organized under this chapter, one or more cooperators of which is a public service company, municipality, municipal utility or municipal electric energy cooperative, shall be subje…

Sec. 33-241. Exemption from jurisdiction of Public Utilities Regulatory Authority. Cooperatives doing business in this state pursuant to this chapter shall be exempt from the jurisdiction and control of the Public Utilities Regulatory Authority of this state, except as to the con…

Sec. 33-242. Securities act exemption. The provisions of chapter 651 shall not apply to any note, bond or other evidence of indebtedness issued by any cooperative doing business in this state pursuant to this chapter, to the United States of America or any agency or instrumentali…

Secs. 33-243 to 33-264. Religious corporations and societies: General provisions. Sections 33-243 to 33-264, inclusive, are repealed. (1949 Rev., S. 5352–5373; 1963, P.A. 67; 78; February, 1965, P.A. 572, S. 1; 1969, P.A. 314, S. 14.) PART Ia GENERAL PROVISIONS

Sec. 33-264a. Formation of religious corporation or society. Three or more persons uniting for public worship may form a corporation or a voluntary association. Such a corporation shall be called a religious corporation and such a voluntary association shall be called a religious…

Sec. 33-264b. Filing of certificate. Each religious society and religious corporation formed under section 33-264a shall file with the Secretary of the State such certificate, in proper form executed, as shall be prescribed by said secretary. (1969, P.A. 314, S. 2.)

Sec. 33-264c. Powers. (a) A religious society or a religious corporation formed under section 33-264a and any corporation or voluntary association formed under part II of this chapter may hold, manage, acquire, purchase, sell, convey and have and exercise any rights of ownership …

Sec. 33-264d. Change from religious society to corporation. (a) Any religious society may become a religious corporation, when its purpose to do so is determined by a vote of two-thirds of those members present at a meeting warned and held for that purpose or by such other vote, …

Sec. 33-264e. Dissolution. A religious society or religious corporation formed under the provisions of this part may by a vote of two-thirds of those members present at a meeting duly warned and held for that purpose be dissolved. After all of its liabilities and obligations have…

Sec. 33-264f. Judicial dissolution. Whenever any religious society or religious corporation formed under the provisions of this part has failed, for two years or more, to hold religious services and to maintain its organization, any members of or persons interested in such organi…

Sec. 33-264g. Receipt of funds by ecclesiastical societies, cemetery associations and library associations. Any ecclesiastical society which is not a religious society as defined in section 33-264a or which is not an ecclesiastical society under part II of this chapter and any ce…

Sec. 33-264h. Conveyances by ecclesiastical societies to religious societies and corporations. Any ecclesiastical society which is not a religious society within the meaning of section 33-264a and which is associated with such a religious society or with a religious corporation m…

Sec. 33-264i. Dissolution of ecclesiastical society. Any ecclesiastical society within the meaning of section 33-264g, which votes under the provisions of section 33-264h to transfer and convey to a duly organized religious society or religious corporation all its property and es…

Sec. 33-264j. Status of societies established prior to October 1, 1969. (a) Each religious society established as a voluntary association under part I of this chapter prior to October 1, 1969, shall be a religious society within the meaning of section 33-264a and shall have all t…

Sec. 33-264k. Construction of part. The provisions of this part shall be liberally construed in the interests of religion and morality. (1969, P.A. 314, S. 12.)

Sec. 33-264l. Prior rights and liabilities unaffected. This part and the repeal of part I shall not impair or affect any act done, offense committed or right accruing, accrued or acquired, or liability, duty, obligation, penalty, judgment or punishment incurred, prior to October …