reglab/housing_qa huggingface dataset:
CT Gen Stat § 34-267b (2020)
2020 Connecticut General Statutes|Title 34 - Limited Partnerships, Partnerships, Professional Associations, Limited Liability Companies and Statutory Trusts|Chapter 613a - Uniform Limited Liability Company Act|Section 34-267b - Reinstatement after dissolution.

 (a) A limited liability company may be reinstated as provided in this section at any time after its dissolution, unless the Superior Court for the judicial district where the limited liability company is located has entered an order under subdivision (4) or (5) of subsection (a) of section 34-267.(b) Reinstatement of the dissolved limited liability company under this section requires:(1) The written consent of a majority in interest of the members.(2) If a certificate of dissolution applicable to the limited liability company has been filed, a certificate of reinstatement conforming, with such adaptations as are appropriate, to the content requirements of a limited liability company's certificate of organization shall be executed and filed with the Secretary of the State in accordance with the requirements set forth in sections 34-247 to 34-247k, inclusive, which pertain to the filing and recording of a record.(3) A certificate of reinstatement under this section shall be accompanied by: (A) Payment of all penalties and forfeitures incurred by the limited liability company and a reinstatement fee as provided by subdivision (11) of subsection (a) of section 34-243u, (B) an annual report for the current year, and (C) an appointment of a registered agent for service of process.(4) If the name of the limited liability company to be reinstated is no longer available, it shall, simultaneously with reinstatement, be changed to an available name by amendment to the certificate of organization.(5) No action or proceeding, civil or criminal, to which the limited liability company is a party at the time of reinstatement, shall be affected by such reinstatement except as the court shall, under the circumstances, determine.(c) If a limited liability company is reinstated after its dissolution:(1) The company resumes carrying on its activities and affairs as if dissolution had never occurred;(2) Subject to subdivision (3) of this subsection, any liability incurred by the company after the dissolution and before the reinstatement is effective is determined as if dissolution had never occurred;(3) The rights of a third party arising out of conduct in reliance on the dissolution before the third party knew or had notice of the reinstatement may not be adversely affected; and(4) Any claim against the limited liability company barred as provided in section 34-267d and not otherwise barred shall be relieved of such bar upon reinstatement of the limited liability company, and the reinstated limited liability company shall be estopped to deny its legal existence during such time as its rights and powers were forfeited.(P.A. 16-97, S. 58.)History: P.A. 16-97 effective July 1, 2017.
CT Gen Stat § 34-267c (2020)
2020 Connecticut General Statutes|Title 34 - Limited Partnerships, Partnerships, Professional Associations, Limited Liability Companies and Statutory Trusts|Chapter 613a - Uniform Limited Liability Company Act|Section 34-267c - Known claims against dissolved limited liability company.

 (a) Except as provided in subsection (d) of this section, a dissolved limited liability company may give notice of a known claim under subsection (b) of this section, which has the effect provided in subsection (c) of this section.(b) A dissolved limited liability company may in a record notify its known claimants of the dissolution. The notice must: (1) Specify the information required to be included in a claim; (2) state that a claim must be in writing and provide a mailing address to which the claim is to be sent; (3) state the deadline for receipt of a claim, which may not be less than one hundred twenty days after the date the notice is received by the claimant; and (4) state that the claim will be barred if not received by the deadline.(c) A claim against a dissolved limited liability company is barred if the requirements of subsection (b) of this section are met and: (1) The claim is not received by the specified deadline; or (2) if the claim is timely received but rejected by the company: (A) The company causes the claimant to receive a notice in a record stating that the claim is rejected and will be barred unless the claimant commences an action against the company to enforce the claim not later than ninety days after the claimant receives the notice; and (B) the claimant does not commence the required action not later than ninety days after the complainant receives the notice.(d) This section does not apply to a claim based on an event occurring after the effective date of dissolution or a liability that on that date is contingent.(P.A. 16-97, S. 59.)History: P.A. 16-97 effective July 1, 2017.
CT Gen Stat § 34-267d (2020)
2020 Connecticut General Statutes|Title 34 - Limited Partnerships, Partnerships, Professional Associations, Limited Liability Companies and Statutory Trusts|Chapter 613a - Uniform Limited Liability Company Act|Section 34-267d - Other claims against dissolved limited liability company.

 (a) A dissolved limited liability company may publish notice of its dissolution and request persons having claims against the company to present them in accordance with the notice.(b) A notice under subsection (a) of this section must: (1) Be published at least once in a newspaper of general circulation in the county in this state in which the dissolved limited liability company's principal office is located or, if the principal office is not located in this state, in the county in which the office of the company's registered agent is or was last located; (2) describe the information required to be contained in a claim, state that the claim must be in writing, and provide a mailing address to which the claim is to be sent; and (3) state that a claim against the company is barred unless an action to enforce the claim is commenced not later than three years after publication of the notice.(c) If a dissolved limited liability company publishes a notice in accordance with subsection (b) of this section, the claim of each of the following claimants is barred unless the claimant commences an action to enforce the claim against the company not later than three years after the publication date of the notice: (1) A claimant that did not receive notice in a record under section 34-267c; (2) a claimant whose claim was timely sent to the company but not acted on; and (3) a claimant whose claim is contingent on, or based on an event occurring after, the effective date of dissolution.(d) A claim not barred under this section or section 34-267c may be enforced: (1) Against a dissolved limited liability company, to the extent of its undistributed assets; and (2) except as provided in section 34-267e, if assets of the company have been distributed after dissolution, against a member or transferee to the extent of that person's proportionate share of the claim or of the company's assets distributed to the member or transferee after dissolution, whichever is less, but a person's total liability for all claims under this subdivision may not exceed the total amount of assets distributed to the person after dissolution.(P.A. 16-97, S. 60.)History: P.A. 16-97 effective July 1, 2017.
CT Gen Stat § 34-267e (2020)
2020 Connecticut General Statutes|Title 34 - Limited Partnerships, Partnerships, Professional Associations, Limited Liability Companies and Statutory Trusts|Chapter 613a - Uniform Limited Liability Company Act|Section 34-267e - Court proceedings.

 (a) A dissolved limited liability company that has published a notice under section 34-267d may file an application with the Superior Court in the judicial district where the dissolved company's principal office is located or, if the principal office is not located in this state, where the office of its registered agent is located, for a determination of the amount and form of security to be provided for payment of claims that are contingent, have not been made known to the company, or are based on an event occurring after the effective date of dissolution but which, based on the facts known to the dissolved company, are reasonably expected to arise after the effective date of dissolution. Security is not required for any claim that is or is reasonably anticipated to be barred under subsection (c) of section 34-267d.(b) Not later than ten days after the filing of an application under subsection (a) of this section, the dissolved limited liability company shall give notice of the proceeding to each claimant holding a contingent claim known to the company.(c) In any proceeding under this section, the court may appoint a guardian ad litem to represent all claimants whose identities are unknown. The reasonable fees and expenses of the guardian ad litem, including all reasonable expert witness fees, must be paid by the dissolved limited liability company.(d) A dissolved limited liability company that provides security in the amount and form ordered by the court under subsection (a) of this section satisfies the company's obligations with respect to claims that are contingent, have not been made known to the company or are based on an event occurring after the effective date of dissolution, and such claims may not be enforced against a member or transferee that received assets in liquidation.(P.A. 16-97, S. 61.)History: P.A. 16-97 effective July 1, 2017.
CT Gen Stat § 34-267f (2020)
2020 Connecticut General Statutes|Title 34 - Limited Partnerships, Partnerships, Professional Associations, Limited Liability Companies and Statutory Trusts|Chapter 613a - Uniform Limited Liability Company Act|Section 34-267f - Disposition of assets in winding up.

 (a) In winding up its activities and affairs, a limited liability company shall apply its assets to discharge its obligations to creditors, including members that are creditors.(b) After a limited liability company complies with subsection (a) of this section, any surplus must be distributed in the following order, subject to any charging order in effect under section 34-259b: (1) To members and persons dissociated as members, an amount equal to the respective values of the contributions received by the limited liability company and not returned to each such member and dissociated member; and (2) to members and dissociated members, in shares which are proportionate to their respective transferable interests, except to the extent necessary to comply with any transfer effective under section 34-259a.(c) If a limited liability company does not have sufficient surplus to comply with subdivision (1) of subsection (b) of this section, any surplus must be distributed among the owners of transferable interests in proportion to the value of their respective unreturned contributions.(d) All distributions made under subsections (b) and (c) of this section must be paid in money.(P.A. 16-97, S. 62.)History: P.A. 16-97 effective July 1, 2017.
CT Gen Stat § 34-271 (2020)
2020 Connecticut General Statutes|Title 34 - Limited Partnerships, Partnerships, Professional Associations, Limited Liability Companies and Statutory Trusts|Chapter 613a - Uniform Limited Liability Company Act|Section 34-271 - Direct action by member.

 (a) Subject to subsection (b) of this section, a member may maintain a direct action against another member, a manager or the limited liability company to enforce the member's rights and otherwise protect the member's interests, including rights and interests under the operating agreement or sections 34-243 to 34-283d, inclusive, or arising independently of the membership relationship.(b) A member maintaining a direct action under this section must plead and prove an actual or threatened injury that is not solely the result of an injury suffered or threatened to be suffered by the limited liability company.(P.A. 16-97, S. 64.)History: P.A. 16-97 effective July 1, 2017.
CT Gen Stat § 34-271a (2020)
2020 Connecticut General Statutes|Title 34 - Limited Partnerships, Partnerships, Professional Associations, Limited Liability Companies and Statutory Trusts|Chapter 613a - Uniform Limited Liability Company Act|Section 34-271a - Derivative action.

 A member may maintain a derivative action to enforce a right of a limited liability company if: (1) The member first makes a demand on the other members in a member-managed limited liability company, or the managers of a manager-managed limited liability company, requesting that they cause the company to bring an action to enforce the right, and the managers or other members do not bring the action within ninety days; or (2) a demand under subdivision (1) of this section would be futile.(P.A. 16-97, S. 65.)History: P.A. 16-97 effective July 1, 2017.
CT Gen Stat § 34-271b (2020)
2020 Connecticut General Statutes|Title 34 - Limited Partnerships, Partnerships, Professional Associations, Limited Liability Companies and Statutory Trusts|Chapter 613a - Uniform Limited Liability Company Act|Section 34-271b - Derivative action. Proper plaintiff.

 A derivative action to enforce a right of a limited liability company may be maintained only by a person that is a member at the time the action is commenced and: (1) Was a member when the conduct giving rise to the action occurred; or (2) whose status as a member devolved on the person by operation of law or pursuant to the terms of the operating agreement from a person that was a member at the time of the conduct.(P.A. 16-97, S. 66.)History: P.A. 16-97 effective July 1, 2017.
CT Gen Stat § 34-271c (2020)
2020 Connecticut General Statutes|Title 34 - Limited Partnerships, Partnerships, Professional Associations, Limited Liability Companies and Statutory Trusts|Chapter 613a - Uniform Limited Liability Company Act|Section 34-271c - Derivative action. Pleading.

 In a derivative action, the complaint must state with particularity: (1) The date and content of plaintiff's demand and the response by the managers or other members to the demand; or (2) why the demand should be excused as futile.(P.A. 16-97, S. 67.)History: P.A. 16-97 effective July 1, 2017.
CT Gen Stat § 34-271d (2020)
2020 Connecticut General Statutes|Title 34 - Limited Partnerships, Partnerships, Professional Associations, Limited Liability Companies and Statutory Trusts|Chapter 613a - Uniform Limited Liability Company Act|Section 34-271d - Derivative action. Special litigation committee.

 (a) If a limited liability company is named as or made a party in a derivative proceeding, the company may appoint a special litigation committee to investigate the claims asserted in the proceeding and determine whether pursuing the action is in the best interests of the company. If the company appoints a special litigation committee, on motion by the committee made in the name of the company, except for good cause shown, the court shall stay discovery for the time reasonably necessary to permit the committee to make its investigation. This subsection does not prevent the court from: (1) Enforcing a person's right to information under section 34-255i; or (2) granting extraordinary relief in the form of a temporary restraining order or preliminary injunction.(b) A special litigation committee must be composed of one or more disinterested individuals, who may be members or managers.(c) A special litigation committee may be appointed: (1) In a member-managed limited liability company: (A) By the consent of a majority in interest of the members not named as parties in the proceeding; or (B) if all members are named as parties in the proceeding, by a majority in interest of the members named as defendants; or (2) in a manager-managed limited liability company: (A) By a majority of the managers not named as parties in the proceeding; or (B) if all managers are named as parties in the proceeding, by a majority of the managers named as defendants.(d) After appropriate investigation, a special litigation committee may determine that it is in the best interests of the limited liability company that the proceeding: (1) Continue under the control of the plaintiff; (2) continue under the control of the committee; (3) be settled on terms approved by the committee; or (4) be dismissed.(e) After making a determination under subsection (d) of this section, a special litigation committee shall file with the court a statement of its determination and its report supporting its determination and shall serve each party with a copy of the determination and report. The court shall determine whether the members of the committee were disinterested individuals and whether the committee conducted its investigation and made its recommendation in good faith, independently, and with reasonable care, with the committee having the burden of proof. If the court finds that the members of the committee were disinterested individuals, and that the committee acted in good faith, independently, and with reasonable care, the court shall enforce the determination of the committee. Otherwise, the court shall dissolve the stay of discovery entered under subsection (a) of this section and allow the action to continue under the control of the plaintiff.(P.A. 16-97, S. 68.)History: P.A. 16-97 effective July 1, 2017.
CT Gen Stat § 34-271e (2020)
2020 Connecticut General Statutes|Title 34 - Limited Partnerships, Partnerships, Professional Associations, Limited Liability Companies and Statutory Trusts|Chapter 613a - Uniform Limited Liability Company Act|Section 34-271e - Derivative action. Proceeds and expenses.

 (a) Except as provided in subsection (b) of this section: (1) Any proceeds or other benefits of a derivative action, whether by judgment, compromise or settlement, belong to the limited liability company and not to the plaintiff; and (2) if the plaintiff receives any proceeds, the plaintiff shall remit them immediately to the company.(b) On termination of the derivative proceedings, the court may order: (1) The limited liability company to pay the plaintiff's expenses incurred in the proceeding if it finds that the proceeding has resulted in a substantial benefit to the limited liability company; (2) the plaintiff to pay any defendant's expenses incurred in defending the proceeding if it finds that the proceeding was commenced or maintained without reasonable cause or for an improper purpose; or (3) a party to pay an opposing party's expenses incurred because of the filing of a pleading, motion or other paper, if it finds that the pleading, motion or other paper was not well grounded in fact, after reasonable inquiry, or warranted by existing law or a good faith argument for the extension, modification or reversal of existing law and was interposed for an improper purpose, such as to harass or cause unnecessary delay or needless increase in the cost of litigation. As used in this subsection, “expenses” means reasonable expenses of any kind that are incurred in connection with a matter including, but not limited to, reasonable counsel fees.(c) A derivative action on behalf of a limited liability company may not be voluntarily dismissed or settled without the court's approval.(P.A. 16-97, S. 69.)History: P.A. 16-97 effective July 1, 2017.
CT Gen Stat § 34-275 (2020)
2020 Connecticut General Statutes|Title 34 - Limited Partnerships, Partnerships, Professional Associations, Limited Liability Companies and Statutory Trusts|Chapter 613a - Uniform Limited Liability Company Act|Section 34-275 - Governing law.

 (a) The law of the governing jurisdiction of a foreign limited liability company governs: (1) The internal affairs of the company; (2) the liability of a member as member and a manager as manager for a debt, obligation or other liability of the company; and (3) the liability of a series of the company.(b) A foreign limited liability company is not precluded from registering to transact business in this state because of any difference between the law of the governing jurisdiction and the law of this state.(c) Registration of a foreign limited liability company to transact business in this state does not authorize the foreign company to engage in any activities or affairs or exercise any power in this state that a limited liability company may not engage in or exercise in this state.(P.A. 16-97, S. 70.)History: P.A. 16-97 effective July 1, 2017.
CT Gen Stat § 34-275b (2020)
2020 Connecticut General Statutes|Title 34 - Limited Partnerships, Partnerships, Professional Associations, Limited Liability Companies and Statutory Trusts|Chapter 613a - Uniform Limited Liability Company Act|Section 34-275b - Foreign registration statement.

 To register to do business in this state, a foreign limited liability company must deliver a foreign registration certificate to the Secretary of the State for filing. The certificate shall set forth:(1) The name of the company and, if the name does not comply with section 34-243k, an alternate name adopted pursuant to subsection (a) of section 34-275e;(2) That the company is a foreign limited liability company;(3) The name of the company's governing jurisdiction;(4) The street and mailing addresses of the company's principal office and, if the law of the governing jurisdiction requires the company to maintain an office in that jurisdiction, the street and mailing addresses of the required office;(5) The name and address of the agent in this state for service of process on the foreign limited liability company required to be maintained by section 34-243n and an acceptance of such appointment signed by the agent appointed if other than the Secretary of the State;(6) The name and respective business and residence addresses of a manager or a member of the foreign limited liability company, except that, if good cause is shown, the Secretary of the State may accept a business address in lieu of business and residence addresses of such manager or member. For the purposes of this subdivision, a showing of good cause shall include, but need not be limited to, a showing that public disclosure of the residence address of the manager or member of the foreign limited liability company may expose the personal security of such manager or member to significant risk; and(7) The electronic mail address, if any, of the foreign limited liability company.(P.A. 16-97, S. 72; P.A. 17-108, S. 36.)History: P.A. 16-97 effective July 1, 2017; P.A. 17-108 replaced “statement” with “certificate”, amended Subdiv. (5) by replacing “subdivision (4) of subsection (b) of section 34-247” with “section 34-243n” and amended Subdiv. (6) by making technical changes, effective July 1, 2017.
CT Gen Stat § 34-275c (2020)
2020 Connecticut General Statutes|Title 34 - Limited Partnerships, Partnerships, Professional Associations, Limited Liability Companies and Statutory Trusts|Chapter 613a - Uniform Limited Liability Company Act|Section 34-275c - Amendment of foreign registration certificate.

 A registered foreign limited liability company shall deliver to the Secretary of the State for filing an amendment to its foreign registration certificate if there is a change in: (1) The name of the company; or (2) the company's governing jurisdiction.(P.A. 16-97, S. 73; P.A. 17-108, S. 37.)History: P.A. 16-97 effective July 1, 2017; P.A. 17-108 replaced “statement” with “certificate”, deleted former Subdiv. (3) re address required by Sec. 34-275b(4), deleted former Subdiv. (4) re information required by 34-275b(5) and made technical changes, effective July 1, 2017.