Connecticut § 33-606d Notice requirements re action on ratification.

Connecticut Statutes

§ 33-606d — Notice requirements re action on ratification.

Connecticut·Title 33 Corporations·Ch. 601 Business Corporations

(a)Unless shareholder approval is required under subsection (c) of section 33-606b, prompt notice of an action taken under said section shall be given to each holder of valid and putative shares, regardless of whether entitled to vote, as of (1) the date of such action by the board of directors, and (2) the date of the defective corporate action ratified under sections 33-606 to 33-606g, inclusive, provided notice shall not be required to be given to holders of valid and putative shares whose identities or addresses for notice cannot be determined from the records of the corporation.

(b)The notice must contain (1) either a copy of the action taken by the board of directors in accordance with subsection (a) or (b) of section 33-606b , or the information required by subdivisions (1) to (4)

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(a) Unless shareholder approval is required under subsection (c) of section 33-606b, prompt notice of an action taken under said section shall be given to each holder of valid and putative shares, regardless of whether entitled to vote, as of (1) the date of such action by the board of directors, and (2) the date of the defective corporate action ratified under sections 33-606 to 33-606g, inclusive, provided notice shall not be required to be given to holders of valid and putative shares whose identities or addresses for notice cannot be determined from the records of the corporation. (b) The notice must contain (1) either a copy of the action taken by the board of directors in accordance with subsection (a) or (b) of section 33-606b , or the information required by subdivisions (1) to (4), inclusive, of subsection (a) of said section or subdivisions (1) to (3), inclusive, of subsection (b) of said section, as applicable, and (2) a statement that any claim that the ratification of the defective corporate action and any putative shares issued as a result of such defective corporate action should not be effective, or should be effective only on certain conditions, shall be brought not later than one hundred twenty days after the applicable validation effective time. (c) No notice under this section is required with respect to any action required to be submitted to shareholders for approval under subsection (c) of section 33-606b if notice is given in accordance with subsection (b) of section 33-606c . (d) A notice required by this section may be given in any manner permitted by section 33-603 and, for any corporation subject to the reporting requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as from time to time amended, may be given by means of a filing or furnishing of such notice with the United States Securities and Exchange Commission.

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