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.
Brian Fischer spoke on "Defining Success from a Legal Perspective – How to Best Structure the Transaction to Meet the Owner's Objectives while Providing Significant Legal Protection," at an Exit Planning Exchange (XPX) Hartford program.
On November 13, Day Pitney LLP and FH+H, PLLC, along with PDB FutureCom International, hosted an invitation-only program, "Industrial Internet of Things (IIoT) & America's Critical Energy & Transportation Infrastructure," held at the new International Spy Museum in Washington, D.C.
Day Pitney LLP, together with the State of Israel and PDB FutureCom International, hosted a unique, invitation-only Startup Program for early-stage cybersecurity and analytics investors at the Cornell Club of New York.
David Waizer gave a presentation, "Select Legal Issues for Startups," at the Rutgers Business School Collaborative for Technology Entrepreneurship and Commercialization (CTEC).
On Thursday, May 18, Rick Harris moderated a panel, entitled "Scale-Ups up in Connecticut: Jump Starting Growth," which was put together by the MIT Enterprise Forum of Connecticut and by the CEO of JANUS Associates, Inc., an early Connecticut Innovations portfolio company.
Daniel Gottfried, chair of Day Pitney's International Transactions practice was quoted in an article, "Who Can You Trust in the Cryptocurrency Economy?," published by the Robb Report.
Day Pitney Press Release
Day Pitney Press Release
On October 26, Day Pitney LLP hosted a program on entrepreneurship and innovation with the Consulate General of Israel to New England and the New England Israel Business Council at the firm's Boston office.
Day Pitney partners Michael Furey and David Waizer were recognized in the inaugural NJBIZ Vanguard Series: Leaders in the Law.