Connecticut Waiver of Preemptive Rights with copy of restated articles of organization
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How to fill out Waiver Of Preemptive Rights With Copy Of Restated Articles Of Organization?
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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.
Directors and officers owe a fiduciary duty of care to the corporation. Directors and officers are protected from legal liability under the business judgment rule.
Fiduciary Duties of Officers and the Board of Directors These duties are creatures of state common law. Officers, directors, and controlling shareholders owe fiduciary duties of utmost good faith, scrupulous honesty, and loyalty to the corporation and to its shareholders collectively.
Fiduciary Duty is defined by Black's Law Dictionary as ?a duty of utmost good faith, trust, confidence, and candor owed by a fiduciary (such as a lawyer or corporate officer) to the beneficiary (such as a lawyer's client or a shareholder); a duty to act with the highest degree of honesty and loyalty toward another ...
A director owes a fiduciary duty to the company, that is he or she must ?act honestly, in good faith and to the best of his or her ability in the interests of the company.? Section 181(1) of the Act requires that directors act 'in good faith in the best interests of the corporation'.
If you are an officer or director of a corporation, you have fiduciary duties to the corporation and to the shareholders (including to minority shareholders). In some cases, corporate officers and directors may even owe fiduciary duties to creditors of the corporation.