Sec. 33-601. Construction of statutes.
Sec. 33-601. Construction of statutes. (a) Sections 33-600 to 33-998, inclusive,
shall be so construed as to provide for a general corporate form for the conduct of
lawful business with such variations and modifications from the form so provided as
the interested parties may agree upon, subject to the interests of the state and third parties.
Whether or not a section of said sections contains the words "unless the certificate of
incorporation or bylaws otherwise provide", or words of similar import, no provision
of a certificate of incorporation or bylaw shall be held invalid on the ground that it is
inconsistent with such section unless such section expressly prohibits variations therefrom or prescribes minimum or maximum numerical requirements, or a substantial interest of the state or third parties is adversely affected thereby.
(b) If the certificate of incorporation in effect on January 1, 1997, of a corporation
with capital stock formed under the laws of this state, whether general law or special
act, prior to said date, contains any provision contrary to, inconsistent with or in addition
to any provision of sections 33-600 to 33-998, inclusive, but which provision was permitted to be contained in such certificate pursuant to the provisions of applicable law in
effect prior to January 1, 1997, the provisions contained in such certificate shall govern
such corporation and the provisions of said sections shall not be held or construed to alter
or affect any provision of the certificate of incorporation of such corporation inconsistent
with the provisions of said sections, except as provided in sections 33-890, 33-913, 33-953 and 33-954.
(P.A. 94-186, S. 3, 215; P.A. 96-271, S. 1, 254.)
History: P.A. 94-186 effective January 1, 1997; P.A. 96-271 amended Subsec. (b) to replace reference to "chapter 599
of the general statutes, revised to January 1, 1995" with "applicable law in effect prior to January 1, 1997", effective
January 1, 1997.
Annotation to former section 33-283:
Cited. 213 C. 184.