State Codes and Statutes
Statutes > Connecticut > Title33 > Chap602 > Sec33-1036Sec. 33-1036. General powers. Unless its certificate of incorporation provides otherwise, every corporation has perpetual duration and succession in its corporate name and has the same powers as an individual to do all things necessary or convenient to carry out its affairs, including without limitation power:
(1) To sue and be sued, complain and defend in its corporate name;
(2) To have a corporate seal, which may be altered at will, and to use it, or a facsimile of it, by impressing or affixing it or in any other manner reproducing it;
(3) To make and amend bylaws, not inconsistent with its certificate of incorporation or with the laws of this state, for managing and regulating the affairs of the corporation;
(4) To purchase, receive, lease or otherwise acquire, and own, hold, improve, use and otherwise deal with, real or personal property, or any legal or equitable interest in property, wherever located, including the power to take property of any description or any interest therein by gift, devise or bequest;
(5) To sell, convey, mortgage, pledge, lease, exchange and otherwise dispose of all or any part of its property;
(6) To purchase, receive, subscribe for or otherwise acquire, own, hold, vote, use, sell, mortgage, lend, pledge or otherwise dispose of, and deal in and with shares or other interests in, or obligations of, any other entity;
(7) To make contracts and guarantees, incur liabilities, borrow money, issue its notes, bonds and other obligations, and secure any of its obligations by mortgage or pledge of any of its property, franchises or income;
(8) To lend money, invest and reinvest its funds, and receive and hold real and personal property as security for repayment;
(9) To be a promoter, partner, member, associate or manager of any partnership, joint venture, trust or other entity;
(10) To conduct its activities, locate offices and exercise the powers granted by sections 33-1000 to 33-1290, inclusive, within or without this state;
(11) To elect directors and appoint officers, employees and agents of the corporation, define their duties and fix their compensation;
(12) To pay pensions and establish pension plans, pension trusts and other benefit or incentive plans for any or all of its current or former directors, officers, employees and agents;
(13) To make donations not inconsistent with law for the public welfare or for charitable, scientific or educational purposes and for other purposes that further the corporate interest;
(14) To transact any lawful activity that will aid government policy;
(15) To impose or levy fines, penalties, dues, assessments, admission and transfer fees upon its members;
(16) To establish conditions for admission of members, admit members and issue memberships and certificates evidencing membership;
(17) To carry on one or more businesses;
(18) To make payments or donations, or do any other act, not inconsistent with law, that furthers the activities and affairs of the corporation; and
(19) To enter into any arrangement with others for any union of interest with respect to any activities which the corporation has power to conduct by itself, even if such arrangement involves sharing or delegation of control of such activities with or to others.
(P.A. 96-256, S. 27, 209.)
History: P.A. 96-256 effective January 1, 1997.
Annotation to former section 33-146:
Confers authority to hold real estate necessarily obtained in collecting debts for which it is security. 124 C. 156.
Annotations to former section 33-428:
Section empowers corporations to hold and transfer property, but does not affect scope of officers' authority. 164 C. 389. Cited. 184 C. 352.
Courts will not, as a rule, interfere with the internal management of a private corporation. 21 CS 55. Cited. 27 CS 59. Powers of nonstock corporation are those set forth in this chapter, those specifically stated in certificate of incorporation and implied power stated in subdiv. (e)(6). 33 CS 150.
