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Connecticut has adopted legislation to update the Connecticut Business Corporation Act, which governs stock corporations formed under Connecticut law. Public Act 10-35 (the "Act") was adopted as part of the ongoing process of keeping Connecticut's corporation statutes current with changes in the Model Business Corporation Act, the national model act that has been adopted in more than 30 states, including Connecticut.
The Act was signed by Governor Jodi Rell on May 10, 2010. It will become effective on October 1, 2010. Among other things, the Act provides the following:
The "force the vote" provisions would apply to mergers, share exchanges, asset sales, dissolutions and amendments to the corporation's certificate of incorporation. If the target is a Connecticut corporation, the "force the vote" clause will be expressly authorized by statute as of October 1.
Prior to the Act, awards of rights, options, warrants and other equity compensation required the approval of the board of directors, not designated officers.
The legislation was supported by the Business Law Section of the Connecticut Bar Association, which monitors business entity legislation in Connecticut, in light of the advantages of having a modern form of corporation statute with rules similar to those in other states.
Our corporate law attorneys would be pleased to discuss the impact of these amendments on your corporation.
Day Pitney is sponsoring the Connecticut Entrepreneurs Forum's "Connecticut's Entrepreneurial Ecosystem: A Smart Tech Success Story," webinar on March 30.
On March 16, Day Pitney Partner David M. Waizer will serve on the panel, "Drafting Lasting Business Contracts: Simple, Powerful Strategies That Stand the Test of Time," presented by the New Jersey Institute and the New Jersey State Bar Association.
Day Pitney Advisory
On January 31, David Waizer will be speaking at "Drafting Lasting Business Contracts: Simple, Powerful Strategies That Stand The Test of Time," a program and live webcast presented by the New Jersey Institute for Continuing Legal Education, a division of the New Jersey State Bar Association.
On January 15, Brian Fischer spoke at "When Good Deals Go Bad – Pitfalls to Avoid During the Sale Process," an Exit Planning Exchange (XPX) program held at The Hartford Club in Hartford, CT.
VCV Digital Technology announced that it plans to become a publicly traded company via a business combination with Fortune Rise Acquisition Corporation (NASDAQ: FRLAW, FRLA and FRLAW), a special purpose acquisition corporation.
Day Pitney Press Release
New York Partner Kritika Bharadwaj's promotion to partner was featured in the New York Law Journal's On the Move column.
Richard Harris was featured in the launch announcement of the Connecticut Entrepreneurs Forum™, a new not-for-profit (501c3) organization, which offers entrepreneurs opportunities to build community, collaboration, and connection.
Day Pitney Press Release
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