(a) A shareholder of a corporation is entitled to inspect and copy, during regular business hours at the corporation's principal office, any of the records of the corporation described in subsection (e) of section
33-945 if he gives the corporation a signed written notice of his demand at least five business days before the date on which he wishes to inspect and copy.
(b) For any meeting of shareholders for which the record date for determining shareholders entitled to vote at the meeting is different than the record date for notice of the meeting, any person who becomes a shareholder subsequent to the record date for notice of the meeting and is entitled to vote at the meeting is entitled to obtain from the corporation upon request the notice and any other information provided by the corporation to shareholders in connection with the meeting, unless the corporation has made such information generally available to shareholders by posting it on its web site or by other generally recognized means. Failure of a corporation to provide such information does not affect the validity of action taken at the meeting.
(c) A shareholder of a corporation is entitled to inspect and copy, during regular business hours at a reasonable location specified by the corporation, any of the following records of the corporation if the shareholder meets the requirements of subsection (d) of this section and gives the corporation a signed written notice of his demand at least five business days before the date on which he wishes to inspect and copy: (1) Excerpts from minutes of any meeting of the board of directors or a committee of the board of directors while acting in place of the board of directors on behalf of the corporation, minutes of any meeting of the shareholders and records of action taken by the shareholders, the board of directors or a committee of the board without a meeting, to the extent not subject to inspection under subsection (a) of this section; (2) accounting records of the corporation; and (3) the record of shareholders.
(d) A shareholder may inspect and copy the records described in subsection (c) of this section only if: (1) His demand is made in good faith and for a proper purpose; (2) he describes with reasonable particularity his purpose and the records he desires to inspect; and (3) the records are directly connected with his purpose.
(e) The right of inspection granted by this section may not be abolished or limited by a corporation's certificate of incorporation or bylaws.
(f) This section does not affect: (1) The right of a shareholder to inspect records under section 33-704 or, if the shareholder is in litigation with the corporation, to the same extent as any other litigant; (2) the power of a court, independently of sections 33-600 to 33-998, inclusive, to compel the production of corporate records for examination.
(g) For purposes of this section, “shareholder” includes a beneficial owner whose shares are held in a voting trust or by a nominee on his behalf.
(P.A. 94-186, S. 199, 215; P.A. 96-271, S. 144, 254; P.A. 11-147, S. 9.)
History: P.A. 94-186 effective January 1, 1997; P.A. 96-271 amended Subsec. (d) to replace “articles” of incorporation with “certificate” of incorporation, effective January 1, 1997; P.A. 11-147 amended Subsec. (a) to require shareholder to give “a signed” written notice of his demand, added new Subsec. (b) re provision of information to person who becomes shareholder subsequent to record date for notice of the meeting and is entitled to vote at the meeting, redesignated existing Subsec. (b) as Subsec. (c) and amended same to require shareholder to give “a signed” written notice of his demand, reposition language re records of action taken by a committee of the board and make a technical change, redesignated existing Subsec. (c) as Subsec. (d) and amended same to make a technical change and redesignated existing Subsecs. (d) to (f) as Subsecs. (e) to (g).
Cited. 45 CS 101.
Notes of Decisions
Embalmers' Supply Co. v. Giannitti, 929 A.2d 729 (Conn. App. Ct. 2007).
· cites it 40× “Resolving the question of probable cause, then, requires us to determine (1) the facts known to the law firm at the time that it filed suit pursuant to § 33-946 and (2) whether, with knowledge of those facts, a reasonable attorney familiar with Connecticut law would believe that…”
Pagett v. Westport Precision, Inc., 845 A.2d 455 (Conn. App. Ct. 2004).
· cites it 20× “Pagett, pursuant to General Statutes § 33-946 (b) and (c). The order required the defendant to allow the plaintiff, a minority shareholder who was a former employee currently engaged in litigation against the defendant, to inspect and to copy certain corporate financial records…”
Datto Inc. v. Braband, 856 F. Supp. 2d 354 (D. Conn. 2012).
· cites it 10× “§ 33-946 which affords shareholders the right to inspect corporate records.”
Beckworth ex rel. Disc. Trophy & Co. v. Bizier, 48 F. Supp. 3d 186 (D. Conn. 2014).
· cites it 9× “As to the merits of the claim, Section 33-948(a) provides that: “If a corporation does not allow a shareholder who complies with subsection (a) of section 33-946 to inspect and copy any records required by that subsection to be available for inspection, the superi- or court for…”
Frank v. LoVetere, 363 F. Supp. 2d 327 (D. Conn. 2005).
· cites it 4× “The request for Board meeting minutes and accounting records concerning specific corporate transactions is sufficiently particular and within the enumerated documents subject to Conn. Gen.Stat. § 33-946(b). Finally, there is an obvious connection between the minutes and…”
Mmi Investments, L.L.C. v. E. Co., 701 A.2d 50 (Conn. Super. Ct. 1996).
· cites it 4× “to 1995) § 33-334 in the Business Corporation Act are General Statutes §§ 33-946 through 33-948, inclusive.”
Conn. Gen. Stat. § 33-946(a): 3 cases
Datto Inc. v. Braband, 856 F. Supp. 2d 354 (D. Conn. 2012).
“§ 33-946 which affords shareholders the right to inspect corporate records.”
Beckworth ex rel. Disc. Trophy & Co. v. Bizier, 48 F. Supp. 3d 186 (D. Conn. 2014).
“As to the merits of the claim, Section 33-948(a) provides that: “If a corporation does not allow a shareholder who complies with subsection (a) of section 33-946 to inspect and copy any records required by that subsection to be available for inspection, the superi- or court for…”
Conn. Gen. Stat. § 33-946(b): 2 cases
Embalmers' Supply Co. v. Giannitti, 929 A.2d 729 (Conn. App. Ct. 2007).
“Resolving the question of probable cause, then, requires us to determine (1) the facts known to the law firm at the time that it filed suit pursuant to § 33-946 and (2) whether, with knowledge of those facts, a reasonable attorney familiar with Connecticut law would believe that…”
Frank v. LoVetere, 363 F. Supp. 2d 327 (D. Conn. 2005).
“The request for Board meeting minutes and accounting records concerning specific corporate transactions is sufficiently particular and within the enumerated documents subject to Conn. Gen.Stat. § 33-946(b). Finally, there is an obvious connection between the minutes and…”
Conn. Gen. Stat. § 33-946(b)(2): 1 case
Embalmers' Supply Co. v. Giannitti, 929 A.2d 729 (Conn. App. Ct. 2007).
“Resolving the question of probable cause, then, requires us to determine (1) the facts known to the law firm at the time that it filed suit pursuant to § 33-946 and (2) whether, with knowledge of those facts, a reasonable attorney familiar with Connecticut law would believe that…”
Conn. Gen. Stat. § 33-946(c): 5 cases
Embalmers' Supply Co. v. Giannitti, 929 A.2d 729 (Conn. App. Ct. 2007).
“Resolving the question of probable cause, then, requires us to determine (1) the facts known to the law firm at the time that it filed suit pursuant to § 33-946 and (2) whether, with knowledge of those facts, a reasonable attorney familiar with Connecticut law would believe that…”
Datto Inc. v. Braband, 856 F. Supp. 2d 354 (D. Conn. 2012).
“§ 33-946 which affords shareholders the right to inspect corporate records.”
Beckworth ex rel. Disc. Trophy & Co. v. Bizier, 48 F. Supp. 3d 186 (D. Conn. 2014).
“As to the merits of the claim, Section 33-948(a) provides that: “If a corporation does not allow a shareholder who complies with subsection (a) of section 33-946 to inspect and copy any records required by that subsection to be available for inspection, the superi- or court for…”
Frank v. LoVetere, 363 F. Supp. 2d 327 (D. Conn. 2005).
“The request for Board meeting minutes and accounting records concerning specific corporate transactions is sufficiently particular and within the enumerated documents subject to Conn. Gen.Stat. § 33-946(b). Finally, there is an obvious connection between the minutes and…”
Conn. Gen. Stat. § 33-946(c)(1): 1 case
Embalmers' Supply Co. v. Giannitti, 929 A.2d 729 (Conn. App. Ct. 2007).
“Resolving the question of probable cause, then, requires us to determine (1) the facts known to the law firm at the time that it filed suit pursuant to § 33-946 and (2) whether, with knowledge of those facts, a reasonable attorney familiar with Connecticut law would believe that…”
Conn. Gen. Stat. § 33-946(d): 3 cases
Datto Inc. v. Braband, 856 F. Supp. 2d 354 (D. Conn. 2012).
“§ 33-946 which affords shareholders the right to inspect corporate records.”
Beckworth ex rel. Disc. Trophy & Co. v. Bizier, 48 F. Supp. 3d 186 (D. Conn. 2014).
“As to the merits of the claim, Section 33-948(a) provides that: “If a corporation does not allow a shareholder who complies with subsection (a) of section 33-946 to inspect and copy any records required by that subsection to be available for inspection, the superi- or court for…”
Conn. Gen. Stat. § 33-946(e): 1 case
Beckworth ex rel. Disc. Trophy & Co. v. Bizier, 48 F. Supp. 3d 186 (D. Conn. 2014).
“As to the merits of the claim, Section 33-948(a) provides that: “If a corporation does not allow a shareholder who complies with subsection (a) of section 33-946 to inspect and copy any records required by that subsection to be available for inspection, the superi- or court for…”
Annotations are extracted automatically from the opinions in the
Syfert caselaw corpus and ranked by authority, recency, and
treatment. Dots show Syfertize treatment of the citing case itself.