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A certificate of dissolution form (Form CDRS-1) is available for download from the SOTS website. There is a $50 fee to file the certificate. You can file by mail, fax, or in person.
The bylaws of a company are the internal rules that govern how a business is run. They're set out in a formal written document adopted by a corporation's board of directors and summarize important procedures related to decision-making and voting.
To dissolve a Connecticut corporation, you just need to file a Certificate of Dissolution with the Connecticut Secretary of the State, Commercial Recording Division (SOTS). Connecticut has forms available for use but you can draft your own articles of dissolution as long as they contain the required information.
Corporate bylaws are legally required in Connecticut. ing to Connecticut Gen Stat § 33-640, the incorporators or board of directors will adopt initial bylaws. Most of the time, the board of directors adopts bylaws at the first organizational meeting.
The ?dissolution? clause in a nonprofit organization's Articles of Incorporation is one of the key provisions required to qualify for 501(c)(3) status. This language must require that the organization's assets remain dedicated to 501(c)(3) exempt purposes in the event it dissolves.
Section 33-920. - Authority to transact business required. (a) A foreign corporation, other than an insurance, surety or indemnity company, may not transact business in this state until it obtains a certificate of authority from the Secretary of the State.
As required by law, a nonprofit organization that is ceasing existence is required to transfer all remaining assets to another tax-exempt organization or to the government. It is unlawful to give any property away to individuals - including board members, volunteers, staff, or beneficiaries.
The board must vote on and adopt a plan to dissolve. The organization's bylaws and articles of incorporation govern the voting process and adoption of the plan. membership for a vote. A vote of two-thirds in favor of dissolution is needed to continue the process.