2009 Connecticut Code
Title 33 Corporations
Chapter 601 Business Corporations
Sec. 33-735. Requirements for and duties of board of directors.

      Sec. 33-735. Requirements for and duties of board of directors. (a) Except as provided in section 33-717, each corporation shall have a board of directors.

      (b) All corporate powers shall be exercised by or under the authority of, and the business and affairs of the corporation managed by or under the direction of, its board of directors, subject to any limitation set forth in the certificate of incorporation or in an agreement authorized under section 33-717.

      (P.A. 94-186, S. 83, 215; P.A. 96-271, S. 61, 254.)

      History: P.A. 94-186 effective January 1, 1997; P.A. 96-271 amended Subsec. (b) to replace "articles" of incorporation with "certificate" of incorporation, effective January 1, 1997.

      Annotations to former section 33-46:

      Nature of office and powers. 75 C. 762.

      Directors may not surrender or delegate their discretionary powers. 2 CS 94. Cited. 6 CS 76.

      Annotations to former section 33-313:

      Cited. 153 C. 527. Secretary ordinarily lacks inherent power to act for corporation. Apparent authority discussed. 164 C. 389. Cited. 229 C. 771.

      Subsec. (d):

      Cited. 180 C. 199. Cited. 189 C. 648.