CBCA Amendments Permit Remote Participation at Shareholder Meetings and Bifurcated Record Dates
September 30, 2011
New legislation, effective as of October 1, 2011, makes significant changes to the Connecticut Business Corporation Act, the primary statute that governs the internal affairs of corporations organized under Connecticut law.
The legislation, set forth in Public Act 11-147, effectuates several changes that may be of interest to all Connecticut corporations. First, it permits the shareholders of a Connecticut corporation to participate in shareholder meetings by means of remote communication, to the extent authorized by, and subject to guidelines and procedures adopted by, the board of directors of the corporation. Second, it authorizes the board of directors to establish separate record dates for the determination of shareholders entitled to notice of, and to vote at, shareholder meetings. Third, it implements a number of additional technical changes designed to facilitate the use of electronic records and signatures.
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