CT HB05431

Modernizes Connecticut's cooperative corporation statutes by replacing "articles of association" with "certificate of incorporation" and changing terminology from "association" to "corporation," effective October 1, 2026

Removes the requirement that incorporators be Connecticut inhabitants, allowing any three or more persons of lawful age to form a cooperative corporation by filing with the Secretary of State

Reduces minimum board of directors from seven members to three members, and expands options for staggered director terms from three classes up to five classes with terms of two to five years

Establishes new voting procedures allowing members to take action without a meeting through unanimous written consent or ballot voting, with each member limited to one vote regardless of shareholding

Repeals sections 33-187, 33-188, and 33-192 of the general statutes, which previously governed franchise taxes, filing requirements, and other cooperative association procedures