Connecticut Seal

Substitute House Bill No. 5625

Public Act No. 04-240

AN ACT CONCERNING CORPORATIONS AND OTHER BUSINESS ENTITIES, AIRCRAFT AND VESSEL LIENS, JURISDICTION OVER FOREIGN VOLUNTARY ASSOCIATIONS, CERTAIN SPECIALLY CHARTERED CORPORATIONS AND PROPERTY TAX EXEMPTIONS FOR CERTAIN HOUSING OPERATED BY CHARITABLE ORGANIZATIONS.

Be it enacted by the Senate and House of Representatives in General Assembly convened:

Section 1. Subsection (b) of section 33-655 of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

(b) Except as authorized by subsections (c) and (d) of this section, a corporate name must be distinguishable upon the records of the Secretary of the State from: (1) The corporate name of a corporation incorporated or authorized to transact business in this state; (2) a corporate name reserved or registered under section 33-656 or 33-657; (3) the fictitious name adopted by a foreign corporation authorized to transact business in this state because its real name is unavailable; (4) the corporate name of a nonprofit corporation incorporated or authorized to transact business in this state; (5) the corporate name of any domestic or foreign nonstock corporation incorporated or authorized to transact business in this state; (6) the name of any domestic or foreign limited partnership organized or authorized to transact business in this state; (7) the name of any domestic or foreign limited liability company organized or authorized to transact business in this state; [and] (8) the name of any domestic or foreign limited liability partnership organized or authorized to transact business in this state; and (9) the name of any other entity whose name is carried upon the records of the Secretary of the State as organized or authorized to transact business or conduct affairs in this state.

Sec. 2. Subsection (a) of section 33-660 of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

(a) Each corporation that is required to file an annual report as provided in section 33-953, as amended by this act, shall continuously maintain in this state: (1) A registered office that may be the same as any of its places of business; and (2) a registered agent at such registered office, who may be: (A) A natural person who is a resident [in] of this state; (B) a domestic corporation; (C) a foreign corporation [not organized under the laws of this state and] which has procured a certificate of authority to transact business or conduct its affairs in this state; (D) a domestic limited liability company; [or] (E) a limited liability company not organized under the laws of this state and which has procured a certificate of [authority] registration to transact business or conduct its affairs in this state; (F) a domestic registered limited liability partnership; (G) a registered limited liability partnership not organized under the laws of this state and which has procured a certificate of authority to transact business or conduct its affairs in this state; (H) a domestic statutory trust; or (I) a statutory trust not organized under the laws of this state and which has procured a certificate of registration to transact business or conduct its affairs in this state. The appointment of such registered agent shall be in writing and shall be signed by the registered agent therein appointed. If a natural person is appointed as the registered agent, such appointment shall include [such person's written consent to the appointment and] the residence address of such person.

Sec. 3. Subsection (a) of section 33-926 of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

(a) Each foreign corporation authorized to transact business in this state shall continuously maintain in this state: (1) A registered office that may be the same as any of its places of business; and (2) a registered agent at such registered office, who may be: (A) A natural person who is a resident of this state; (B) a domestic corporation; [or] (C) a foreign corporation [not organized under the laws of this state and] which has procured a certificate of authority to transact business or conduct its affairs in this state; (D) a domestic limited liability company; (E) a limited liability company not organized under the laws of this state and which has procured a certificate of registration to transact business or conduct its affairs in this state; (F) a domestic registered limited liability partnership; (G) a registered limited liability partnership not organized under the laws of this state and which has procured a certificate of authority to transact business or conduct its affairs in this state; (H) a domestic statutory trust; or (I) a statutory trust not organized under the laws of this state and which has procured a certificate of registration to transact business or conduct its affairs in this state. The appointment of such registered agent shall be in writing and shall be signed by the registered agent therein appointed. If a natural person is appointed as the registered agent, such appointment shall include the residence address of such person.

Sec. 4. Section 33-953 of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

(a) Each domestic corporation, except banks, trust companies, insurance or surety companies, savings and loan associations and public service companies, as defined in section 16-1, as amended, and each foreign corporation authorized to transact business in this state, shall file [a biennial or] an annual report with the Secretary of the State as prescribed in this section. [On and after January 1, 1995, each such corporation required to file a report in 1995 shall file an annual report. On and after January 1, 1996, each such corporation required to file a report shall file an annual report with the Secretary of the State. ]

(b) The first annual report of a domestic corporation shall be filed within thirty days after its organization meeting. Subsequent annual reports of such domestic corporation and [biennial or] annual reports of each foreign corporation authorized to transact business in this state shall be filed at such times as may be provided by regulations [issued] adopted by the Secretary of the State in accordance with chapter 54, provided the Secretary of the State may require any corporation to file [either] an annual [or biennial] report according to reporting schedules established by [said] the secretary so as to effect staggered filing of all such reports.

(c) Each [biennial or] annual report shall set forth as of a date which complies with subsection (d) of this section and which is specified in such report: (1) The name of the corporation; (2) the principal office of the corporation or, in the case of a foreign corporation (A) the address of the principal office of the foreign corporation in the state under the laws of which it is incorporated, (B) the address of the executive offices of the foreign corporation, and (C) the address of the principal office of the foreign corporation in this state, if any; and (3) the names and respective business and residence addresses of the directors and officers of the corporation, except that if good cause is shown, the Secretary of the State may accept business addresses in lieu of business and residence addresses of the directors and officers of the corporation. For the purposes of this [section] subsection, a showing of good cause shall include, but not be limited to, a showing that public disclosure of the residence addresses of the corporation's directors and officers may expose the personal security of such directors and officers to significant risk.

(d) The date specified in the annual report pursuant to subsection (c) of this section shall (1) not be later than the date of filing the report, and (2) not be earlier than the latest date preceding the date of filing on which any change of circumstances occurred which would affect the statements of fact required in the report.

(e) Each [biennial or] annual report shall be accompanied by the required filing fee. The report shall be executed as set forth in section 33-608, as amended. The Secretary of the State shall mail to each domestic corporation at its principal office as shown by his records, and to each foreign corporation authorized to transact business in this state at its executive offices as last shown by his records, a form prescribed by him for the [biennial or] annual report, but failure to receive such form shall not relieve a corporation of the requirement of filing the report as provided in this section.

Sec. 5. Subsection (b) of section 33-1045 of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

(b) Except as authorized by subsections (c) and (d) of this section, a corporate name must be distinguishable upon the records of the Secretary of the State from: (1) The corporate name of a corporation or business corporation incorporated or authorized to conduct affairs in this state; (2) a corporate name reserved or registered with the Secretary of the State; (3) the fictitious name adopted by a foreign corporation authorized to conduct affairs in this state because its real name is unavailable; (4) the corporate name of any foreign corporation or business corporation authorized to transact business or conduct affairs in this state; (5) the name of any domestic or foreign limited partnership organized or authorized to transact business in this state; (6) the name of any domestic or foreign limited liability company organized or authorized to transact business in this state; (7) the name of any domestic or foreign limited liability partnership organized or authorized to transact business in this state; and [(7)] (8) the name of any other entity whose name is carried upon the records of the Secretary of the State as organized or authorized to transact business or conduct affairs in this state.

Sec. 6. Subsection (a) of section 33-1050 of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

(a) Each corporation that is required to file an annual report as provided in section 33-1243, as amended by this act, shall continuously maintain in this state: (1) A registered office that may be the same as any of its places of business; and (2) a registered agent at such registered office, who may be: (A) A natural person who is a resident [in] of this state; (B) a domestic corporation or business corporation; (C) a foreign corporation or foreign business corporation which has procured a certificate of authority to transact business or conduct its affairs in this state; (D) a domestic limited liability company; [or] (E) a limited liability company not organized under the laws of this state and which has procured a certificate of [authority] registration to transact business or conduct its affairs in this state; (F) a domestic registered limited liability partnership; (G) a registered limited liability partnership not organized under the laws of this state and which has procured a certificate of authority to transact business or conduct its affairs in this state; (H) a domestic statutory trust; or (I) a statutory trust not organized under the laws of this state and which has procured a certificate of registration to transact business or conduct its affairs in this state. The appointment of such registered agent shall be in writing and shall be signed by the registered agent therein appointed. If a natural person is appointed as the registered agent, such appointment shall include [such person's written consent to the appointment and] the residence address of such person.

Sec. 7. Subsection (a) of section 33-1216 of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

(a) Each foreign corporation authorized to conduct affairs in this state shall continuously maintain in this state: (1) A registered office that may be the same as any of its offices; and (2) a registered agent at such registered office, who may be: (A) A natural person who is a resident [in] of this state; (B) a domestic corporation or business corporation; [or] (C) a foreign corporation or foreign business corporation [not organized under the laws of this state and] which has procured a certificate of authority to [conduct affairs or] transact business or conduct its affairs in this state; (D) a domestic limited liability company; (E) a limited liability company not organized under the laws of this state and which has procured a certificate of registration to transact business or conduct its affairs in this state; (F) a domestic registered limited liability partnership; (G) a registered limited liability partnership not organized under the laws of this state and which has procured a certificate of authority to transact business or conduct its affairs in this state; (H) a domestic statutory trust; or (I) a statutory trust not organized under the laws of this state and which has procured a certificate of registration to transact business or conduct its affairs in this state. The appointment of such registered agent shall be in writing and shall be signed by the registered agent therein appointed. If a natural person is appointed as the registered agent, such appointment shall include the residence address of such person.

Sec. 8. Section 33-1243 of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

(a) Each domestic corporation, except banks, trust companies, insurance or surety companies, savings and loan associations, credit unions, public service companies, as defined in section 16-1, as amended, cemetery associations and incorporated church or religious corporations, and each foreign corporation authorized to conduct affairs in this state, and except corporations formed before January 1, 1961, which under the law in effect on December 31, 1960, were not required to file [a biennial] an annual report, shall file [a biennial or] an annual report with the Secretary of the State as prescribed in this section. [On and after January 1, 1995, each such corporation required to file a report in 1995 shall file an annual report. On and after January 1, 1996, each such corporation required to file a report shall file an annual report with the Secretary of the State. ]

(b) The first annual report of a domestic corporation shall be filed within thirty days after its organization meeting. Subsequent annual reports of such domestic corporation and [biennial or] annual reports of each foreign corporation authorized to conduct affairs in this state shall be filed at such times as may be provided by regulations [issued] adopted by the Secretary of the State in accordance with chapter 54, provided the Secretary of the State may require any corporation to file [either] an annual [or biennial] report according to reporting schedules established by [said] the secretary so as to effect staggered filing of all such reports.

(c) Each [biennial or] annual report shall set forth as of a date which complies with subsection (d) of this section and which is specified in such report: (1) The name of the corporation and, in the case of a foreign corporation, the state under the laws of which it is incorporated; (2) the principal office of the corporation or, in the case of a foreign corporation (A) the address of the principal office of the foreign corporation in the state under the laws of which it is incorporated, (B) the address of the executive offices of the foreign corporation, and (C) the address of the principal office of the foreign corporation in this state, if any; and (3) the names and respective business and residence addresses of the directors and officers of the corporation, except that if good cause is shown, the Secretary of the State may accept business addresses in lieu of business and residence addresses of the directors and officers of the corporation. For the purposes of this [section] subsection, a showing of good cause shall include, but not be limited to, a showing that public disclosure of the residence addresses of the corporation's directors and officers may expose the personal security of such directors and officers to significant risk.

(d) The date specified in the annual report pursuant to subsection (c) of this section shall (1) not be later than the date of filing the report, and (2) not be earlier than the latest date preceding the date of filing on which any change of circumstances occurred which would affect the statements of fact required in the report.

(e) Each [biennial or] annual report shall be accompanied by the required filing fee. The report shall be executed as set forth in section 33-1004. The Secretary of the State shall mail to each domestic corporation at its principal office as shown by his records, and to each foreign corporation authorized to conduct affairs in this state at its executive offices as last shown by his records, a form prescribed by him for the [biennial or] annual report, but failure to receive such form shall not relieve a corporation of the requirement of filing the report as provided in this section.

Sec. 9. Section 34-13 of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

The name of each limited partnership as set forth in its certificate of limited partnership:

(1) Shall contain without abbreviation the words "limited partnership";

(2) May not contain the name of a limited partner unless it is also the name of a general partner or the business of the limited partnership had been carried on under that name before the admission of that limited partner; and

(3) Shall be such as to distinguish it upon the records in the office of the Secretary of the State from the name of (A) any corporation, limited partnership or limited liability company organized under the laws of this state or licensed or registered as a foreign corporation, foreign limited partnership or foreign limited liability company in this state, or (B) any other entity whose name is carried upon the records of the Secretary of the State as organized or authorized to transact business or conduct affairs in this state.

Sec. 10. Subsection (b) of section 34-13b of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

(b) Each limited partnership shall have and maintain a statutory agent for service in this state as provided in this section. A statutory agent for service shall be: [either (1) a] (1) A natural person who is a resident of this state; [or] (2) a domestic corporation; [organized under the laws of this state or (3) any] (3) a corporation not organized under the laws of this state and which has procured a certificate of authority to transact business or conduct its affairs in this state; (4) a domestic limited liability company; (5) a limited liability company not organized under the laws of this state and which has procured a certificate of registration to transact business or conduct its affairs in this state; (6) a domestic registered limited liability partnership; (7) a registered limited liability partnership not organized under the laws of this state and which has procured a certificate of authority to transact business or conduct its affairs in this state; (8) a domestic statutory trust; or (9) a statutory trust not organized under the laws of this state and which has procured a certificate of registration to transact business or conduct its affairs in this state.

Sec. 11. Section 34-38g of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

Before transacting business in this state, a foreign limited partnership shall register with the Secretary of the State. In order to register, a foreign limited partnership shall submit to the Secretary of the State a signed copy of the application for registration as a foreign limited partnership, signed and sworn to by a general partner and setting forth: (1) The name of the foreign limited partnership and, if different, the name under which it proposes to register and transact business in the state; (2) the state and date of its formation; (3) the general character of the business it proposes to transact in this state; (4) the name and address of the agent in this state for service of process on the foreign limited partnership [whom the foreign limited partnership elects to appoint; the agent shall be either (A) the Secretary of the State and his successors in office, or (B) an individual resident of this state, a domestic corporation, or a foreign corporation having a place of and authorized to do business in, this state] required to be maintained by section 34-38p, as amended by this act, and an acceptance of such appointment signed by the agent appointed if other than the Secretary of the State; (5) the address of the office required to be maintained in the state of its organization by the laws of that state, or, if not so required, of the principal office of the foreign limited partnership; (6) the name and business address of each general partner; (7) the address of the office at which is kept a list of the names and addresses of the limited partners and their capital contributions, together with an undertaking by the foreign limited partnership to keep those records until the foreign limited partnership registration in this state is cancelled or withdrawn; and (8) the date the foreign limited partnership commenced transacting business in this state.

Sec. 12. Section 34-38p of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

(a) Each foreign limited partnership shall, before transacting business in this state, appoint in writing an agent upon whom all process, in any action or proceeding against it, may be served, and by such appointment the foreign limited partnership shall agree that any process against it which is served on [said] such agent shall be of the same legal force and validity as if served on the foreign limited partnership and that such appointment shall continue in force as long as any liability remains outstanding against the foreign limited partnership in this state.

(b) A foreign limited partnership's agent for service upon whom process may be served shall be: (1) [the] The Secretary of the State and his successors in office; [,] (2) a natural person who is a resident of this state; [,] (3) a domestic corporation; [organized under the laws of this state or (4) any] (4) a corporation not organized under the laws of this state and which has procured a certificate of authority to transact business or conduct its affairs in this state; (5) a domestic limited liability company; (6) a limited liability company not organized under the laws of this state and which has procured a certificate of registration to transact business or conduct its affairs in this state; (7) a domestic registered limited liability partnership; (8) a registered limited liability partnership not organized under the laws of this state and which has procured a certificate of authority to transact business or conduct its affairs in this state; (9) a domestic statutory trust; or (10) a statutory trust not organized under the laws of this state and which has procured a certificate of registration to transact business or conduct its affairs in this state.

(c) A foreign limited partnership's appointment of the [secretary of the state] Secretary of the State and his successors in office as its initial agent upon whom process may be served shall be included in the application for registration as provided in section 34-38g, as amended by this act. A subsequent appointment of the Secretary of the State and his successors in office as a foreign limited partnership's agent upon whom process may be served shall be filed in the office of the Secretary of the State in such form as the secretary shall prescribe.

(d) A foreign limited partnership's appointment of a natural person or [corporation] an entity set forth in subdivisions (2) to (10), inclusive, of subsection (b) of this section as its initial agent upon whom process may be served shall be included in the application for registration as provided in section 34-38g, as amended by this act. A foreign limited partnership's subsequent appointment of [a natural person or corporation] any such natural person or entity as its agent upon whom process may be served shall be filed with the Secretary of the State in such form as [he] the secretary shall prescribe setting forth: (1) The name of the foreign limited partnership; (2) the name of such agent; (3) a statement of acceptance by the statutory agent therein appointed; and (4) if such agent is a natural person, [his] the business and residence addresses thereof; if such agent is [a corporation] an entity organized under the laws of this state, the address of the principal office thereof; if such agent is [a corporation] an entity not organized under the laws of this state, the address of the principal office thereof in this state. In each case, the address shall include the street and number or other particular designation. All subsequent written appointments filed with the Secretary of the State shall be signed by a general partner of the foreign limited partnership and, if other than the Secretary of the State, by the statutory agent therein appointed.

(e) If an agent dies, dissolves, removes from the state or resigns, the foreign limited partnership shall forthwith appoint another agent upon whom process may be served. If such agent changes his or its address within the state from that appearing upon the records in the office of the Secretary of the State, the foreign limited partnership or agent shall forthwith file with the Secretary of the State notice of the new address. Such agent may resign by filing with the Secretary of the State a signed statement in duplicate to that effect. The Secretary of the State shall forthwith file one copy and mail the other copy of such statement, together with notice that as a result of the failure to comply with this section, the authority to transact business in this state of such foreign limited partnership shall be deemed to have been revoked, by certified mail, to the foreign limited partnership at the office designated in the certificate of registration filed pursuant to section 34-38g, as amended by this act. Upon the expiration of one hundred twenty days after the mailing of such notice, the resignation shall be effective and the authority of the foreign limited partnership to transact business in this state shall be revoked unless a new agent has been appointed as provided in this section within such one-hundred-twenty-day period. A foreign limited partnership may revoke the appointment of an agent upon whom process may be served by making a new appointment as provided in this section and any new appointment so made revokes all appointments theretofore made.

(f) Whenever a foreign limited partnership fails to comply with this section, the authority of such foreign limited partnership shall be deemed to have been revoked.

Sec. 13. Subsection (b) of section 34-102 of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

(b) A limited liability company name shall be such as to distinguish it upon the records of the Secretary of the State from: (1) The name of any limited liability company, limited partnership or corporation existing under the laws of this state; (2) the name of any foreign limited liability company, foreign limited partnership or foreign corporation authorized to transact business in this state; [or] (3) any name reserved under section 34-103 or reserved or registered under section 33-656, 33-657, 33-1045, as amended by this act, 33-1046, 33-1047, 34-13, as amended by this act, or 34-13a; or (4) the name of any other entity whose name is carried upon the records of the Secretary of the State as organized or authorized to transact business or conduct affairs in this state.

Sec. 14. Section 34-104 of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

(a) Each limited liability company shall have and maintain a statutory agent for service in this state as provided in this section. A statutory agent for service shall be: [either: ] (1) A natural person who is a resident of this state; (2) a domestic corporation; [or domestic limited liability company; or (3) any corporation or limited liability company not organized under the laws of this state and] (3) a foreign corporation which has procured a certificate of authority to transact business or conduct its affairs in this state; (4) a domestic limited liability company; (5) a foreign limited liability company which has procured a certificate of registration to transact business or conduct its affairs in this state; (6) a domestic registered limited liability partnership; (7) a registered limited liability partnership not organized under the laws of this state and which has procured a certificate of authority to transact business or conduct its affairs in this state; (8) a domestic statutory trust; or (9) a statutory trust not organized under the laws of this state and which has procured a certificate of registration to transact business or conduct its affairs in this state.

(b) A limited liability company's statutory agent for service shall be appointed by filing with the Secretary of the State a written appointment in such form as the Secretary of the State shall prescribe setting forth: (1) The name of the limited liability company; (2) the name of the statutory agent for service; and (3) if the statutory agent is a natural person, the business and residence [address] addresses thereof; if the statutory agent is [a domestic corporation or domestic limited liability company] an entity organized under the laws of this state, the address of the principal office thereof; if the statutory agent is [a corporation or limited liability company] an entity not organized under the laws of this state, the address of the principal office thereof in this state, if any. In each case, the address shall include the street and number or other particular designation. Each written appointment shall also be signed by the statutory agent for service therein appointed.

(c) If a statutory agent for service dies, dissolves, removes from the state or resigns, the limited liability company shall forthwith appoint another statutory agent for service. If the statutory agent for service changes his or its address within the state from that appearing upon the record in the office of the Secretary of the State, the limited liability company shall forthwith file with the Secretary of the State notice of the new address. A statutory agent for service may resign by filing with the Secretary of the State a signed statement in duplicate to that effect. The Secretary of the State shall forthwith file one copy and mail the other copy of such statement to the limited liability company at its principal office. Upon the expiration of thirty days after such filing, the resignation shall be effective and the authority of such statutory agent for service shall terminate. A limited liability company may revoke the appointment of a statutory agent for service by making a new appointment as provided in this section and any new appointment so made shall revoke all appointments theretofore made.

Sec. 15. Section 34-106 of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

(a) Each limited liability company shall file an annual report with the Secretary of the State which report shall be due upon the anniversary of the filing of a limited liability company's articles of organization pursuant to section 34-120.

(b) Such reporting requirement shall commence on or after January 1, 1995, and continue annually thereafter.

(c) Each annual report shall set forth: (1) The name of the limited liability company; [,] (2) the limited liability company's current principal office address; [,] and (3) the name and respective business and residence addresses of a manager or a member of the limited liability company, except that [,] if good cause is shown, the Secretary of the State may accept a business address in lieu of the business and residence addresses of such manager or member. For the purposes of this subsection and subsection (d) of this section, a showing of good cause shall include, but not be limited to, a showing that public disclosure of the residence address of the manager or member of the limited liability company may expose the personal security of such manager or member to significant risk.

(d) If the manager or member named in a limited liability company's most current annual report pursuant to subsection (c) of this section is replaced for such purpose by another manager or member after the limited liability company has filed such annual report, but not later than thirty days preceding the month during which the limited liability company's next annual report becomes due, the limited liability company shall file with the Secretary of the State an interim notice of change of manager or member that sets forth: (1) The name of the limited liability company; and (2) the name, title and respective business and residence addresses of the new manager or member and the name and title of the former manager or member, except that if good cause is shown, the Secretary of the State may accept a business address in lieu of the business and residence addresses of the new manager or member. Any such change of manager or member that occurs within the thirty-day period preceding the month during which the limited liability company's next annual report becomes due shall be reflected in such next annual report.

[(d)] (e) Each annual report shall be executed in accordance with section 34-109 and be accompanied by the filing fee established in section 34-112, as amended by this act. The Secretary of the State shall mail to each limited liability company at its principal office as shown on his records a form prescribed by him for the annual report, but failure to receive such form shall not relieve a limited liability company of the requirement of filing the report as provided in this section.

Sec. 16. Subsection (a) of section 34-112 of the general statutes, as amended by section 62 of public act 03-18, is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

(a) Fees for filing documents and issuing certificates: (1) Filing application to reserve a limited liability company name or to cancel a reserved limited liability company name, thirty dollars; (2) filing transfer of reserved limited liability company name, thirty dollars; (3) filing articles of organization, including appointment of statutory agent, sixty dollars; (4) filing change of address of statutory agent or change of statutory agent, twenty-five dollars; (5) filing notice of resignation of statutory agent in duplicate, twenty-five dollars; (6) filing amendment to articles of organization, sixty dollars; (7) filing restated articles of organization, sixty dollars; (8) filing articles of merger or consolidation, thirty dollars; (9) filing articles of dissolution by resolution, twenty-five dollars; (10) filing articles of dissolution by expiration, twenty-five dollars; (11) filing judicial decree of dissolution, twenty-five dollars; (12) filing certificate of reinstatement, sixty dollars; (13) filing application by a foreign limited liability company for certificate of registration to transact business in this state and issuing certificate of registration, sixty dollars; (14) filing application of foreign limited liability company for amended certificate of registration to transact business in this state and issuing amended certificate of registration, sixty dollars; (15) filing application for withdrawal of foreign limited liability company and issuing certificate of withdrawal, sixty dollars; (16) filing an annual report, ten dollars; and (17) filing an interim notice of change of manager or member, ten dollars.

Sec. 17. Section 34-224 of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

(a) Each foreign limited liability company shall, before transacting business in this state, appoint in writing an agent upon whom all process, in any action or proceeding against it, may be served, and by such appointment the foreign limited liability company shall agree that any process against it which is served on [said] such agent shall be of the same legal force and validity as if served on the foreign limited liability company and that such appointment shall continue in force as long as any liability remains outstanding against the foreign limited liability company in this state.

(b) A foreign limited liability company's agent for service upon whom process may be served shall be: (1) [the] The Secretary of the State and his successors in office; [,] (2) a natural person who is a resident of this state; [,] (3) a domestic corporation; [or limited liability company organized under the laws of this state, (4) any corporation not organized under the laws of this state] (4) a foreign corporation which has procured a certificate of authority to transact business or conduct its affairs in this state; [or (5) any] (5) a domestic limited liability company; (6) a foreign limited liability company [not organized under the laws of this state] which has procured a certificate of registration to transact business or conduct its affairs in this state; (7) a domestic registered limited liability partnership; (8) a registered limited liability partnership not organized under the laws of this state and which has procured a certificate of authority to transact business or conduct its affairs in this state; (9) a domestic statutory trust; or (10) a statutory trust not organized under the laws of this state and which has procured a certificate of registration to transact business or conduct its affairs in this state.

(c) A foreign limited liability company's appointment of the Secretary of the State and his successors in office as its initial agent upon whom process may be served shall be included in the application for registration as provided in section 34-223. A subsequent appointment of the Secretary of the State and his successors in office as a foreign limited liability company's agent upon whom process may be served shall be filed in the office of the Secretary of the State in such form as the secretary shall prescribe.

(d) A foreign limited liability company's appointment of a natural person [, corporation or limited liability company] or an entity set forth in subdivisions (2) to (10), inclusive, of subsection (b) of this section as its initial agent upon whom process may be served shall be included in the application for registration as provided in section 34-223. A foreign limited liability company's subsequent appointment of [a natural person, corporation or limited liability company] any such natural person or entity as its agent upon whom process may be served shall be filed with the Secretary of the State in such form as the secretary shall prescribe setting forth: (1) The name of the foreign limited liability company; (2) the name of such agent; (3) a statement of acceptance by the statutory agent therein appointed; and (4) if such agent is a natural person, [his] the business and residence addresses thereof; if such agent is [a corporation or limited liability company] an entity organized under the laws of this state, the address of the principal office thereof; if such agent is [a corporation or limited liability company] an entity not organized under the laws of this state, the address of the principal office thereof in this state. In each case, the address shall include the street number or other particular designation. All subsequent written appointments filed with the Secretary of the State shall be signed by a member of the foreign limited liability company and, if other than the Secretary of the State, by the statutory agent therein appointed.

(e) If an agent dies, dissolves, removes from the state or resigns, the foreign limited liability company shall forthwith appoint another agent upon whom process may be served. If such agent changes his or its address within the state from that appearing upon the records in the office of the Secretary of the State, the foreign limited liability company or agent shall forthwith file with the Secretary of the State notice of the new address. Such agent may resign by filing with the Secretary of the State a signed statement in duplicate to that effect. The Secretary of the State shall forthwith file one copy and mail the other copy of such statement, together with notice that as a result of the failure to comply with this section, the authority to transact business in this state of such foreign limited liability company shall be deemed to have been revoked, by certified mail, to the foreign limited liability company at the office designated in the application for registration filed pursuant to section 34-223. Upon the expiration of one hundred twenty days after the mailing of such notice, the resignation shall be effective and the authority of the foreign limited liability company to transact business in this state shall be revoked unless a new agent has been appointed as provided in this section within such one-hundred-twenty-day period. A foreign limited liability company may revoke the appointment of an agent upon whom process may be served by making a new appointment as provided in this section and any new appointment so made revokes all appointments theretofore made.

(f) Whenever a foreign limited liability company fails to comply with this section, the authority of such foreign limited liability company shall be deemed to have been revoked.

Sec. 18. Section 34-229 of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

(a) A foreign limited liability company registered to transact business in this state shall file an annual report in the office of the Secretary of the State which report shall be due upon the anniversary of such foreign limited liability company's registration pursuant to section 34-223.

(b) Such reporting requirement shall commence on and after January 1, 1995, and continue annually thereafter.

(c) Each annual report shall set forth: (1) The name of the foreign limited liability company and, if different, the name under which such foreign limited liability company transacts business in this state; [and] (2) the address of the office required to be maintained in the state or other jurisdiction of the foreign limited liability company's organization by the laws of that state or jurisdiction or, if not so required, the address of its principal office; and (3) 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 the business and residence addresses of such manager or member. For the purposes of this subsection and subsection (d) of this section, a showing of good cause shall include, but 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.

(d) If the manager or member named in a foreign limited liability company's most current annual report pursuant to subsection (c) of this section is replaced for such purpose by another manager or member after the foreign limited liability company has filed such annual report, but not later than thirty days preceding the month during which the foreign limited liability company's next annual report becomes due, the foreign limited liability company shall file with the Secretary of the State an interim notice of change of manager or member that sets forth: (1) The name of the foreign limited liability company; and (2) the name, title and respective business and residence addresses of the new manager or member and the name and title of the former manager or member, except that if good cause is shown, the Secretary of the State may accept a business address in lieu of the business and residence addresses of the new manager or member. Any such change of manager or member that occurs within the thirty-day period preceding the month during which the foreign limited liability company's next annual report becomes due shall be reflected in such next annual report.

[(d)] (e) Each annual report shall be executed in accordance with section 34-109 and be accompanied by the filing fee established in section 34-112, as amended by this act. The Secretary of the State shall mail to each foreign limited liability company at its principal office as shown on his records a form prescribed by him for the annual report, but failure to receive such form shall not relieve a foreign limited liability company of the requirement of filing the report as provided in this section.

Sec. 19. Subsection (b) of section 34-406 of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

(b) The name of a registered limited liability partnership or foreign registered limited liability partnership shall be such as to distinguish it upon the records of the Secretary of the State from: (1) The name of any registered limited liability partnership, limited partnership, limited liability company or corporation existing under the laws of this state; (2) the name of any foreign registered limited liability partnership, foreign limited partnership, foreign limited liability company or foreign corporation authorized to transact business in this state; [or] (3) any name reserved under section 34-407 or reserved or registered under section 33-656, 33-657, 33-1045, as amended by this act, 33-1046, 33-1047, 34-13, as amended by this act, 34-13a or 34-103; [or subsection (a) of section 34-13] or (4) the name of any other entity whose name is carried upon the records of the Secretary of the State as organized or authorized to transact business or conduct affairs in this state.

Sec. 20. Section 34-408 of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

(a) Each registered limited liability partnership which does not have its principal office in this state and each foreign registered limited liability partnership shall have and maintain a statutory agent for service in this state as provided in this section. A statutory agent for service shall be: [either: ] (1) A natural person who is a resident of this state; (2) a domestic corporation; [, domestic limited liability company or domestic registered limited liability partnership; or (3) any corporation, limited liability company or limited liability partnership not organized under the laws of this state which may legally transact business or conduct affairs in this state] (3) a corporation not organized under the laws of this state and which has procured a certificate of authority to transact business or conduct its affairs in this state; (4) a domestic limited liability company; (5) a limited liability company not organized under the laws of this state and which has procured a certificate of registration to transact business or conduct its affairs in this state; (6) a domestic registered limited liability partnership; (7) a foreign registered limited liability partnership which has procured a certificate of authority to transact business or conduct its affairs in this state; (8) a domestic statutory trust; or (9) a statutory trust not organized under the laws of this state and which has procured a certificate of registration to transact business or conduct its affairs in this state.

(b) A registered limited liability partnership which does not have its principal office in this state or a foreign registered limited liability partnership shall appoint a statutory agent for service by filing with the Secretary of the State a written appointment in such form as the Secretary of the State shall prescribe setting forth: (1) The name of the registered limited liability partnership or the foreign registered limited liability partnership; (2) the name of the statutory agent for service; and (3) if the statutory agent is a natural person, the business and residence [address] addresses thereof; if the statutory agent is [a domestic corporation, limited liability company or registered limited liability partnership] an entity organized under the laws of this state, the address of the principal office thereof; if the statutory agent is [a corporation, limited liability company or registered limited liability partnership] an entity not organized under the laws of this state, the address of the principal office thereof in this state, if any. In each case, the address shall include the street and number or other particular designation. Each written appointment shall also be signed by the statutory agent for service therein appointed.

Sec. 21. Section 34-507 of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

(a) Each statutory trust shall have and maintain a statutory agent for service in this state, as provided in this section. A statutory agent for service shall be: [either (1) a] (1) A natural person who is a resident of this state; (2) a domestic corporation; [, a domestic limited liability company or a domestic statutory trust; or (3) any corporation, limited liability company or business trust not organized under the laws of this state and which has procured a certificate of authority to transact business or conduct affairs in this state] (3) a corporation not organized under the laws of this state and which has procured a certificate of authority to transact business or conduct its affairs in this state; (4) a domestic limited liability company; (5) a limited liability company not organized under the laws of this state and which has procured a certificate of registration to transact business or conduct its affairs in this state; (6) a domestic registered limited liability partnership; (7) a registered limited liability partnership not organized under the laws of this state and which has procured a certificate of authority to transact business or conduct its affairs in this state; (8) a domestic statutory trust; or (9) a foreign statutory trust which has procured a certificate of registration to transact business or conduct its affairs in this state.

(b) A statutory trust's statutory agent for service shall be appointed by filing with the Secretary of the State a written appointment in such form as the Secretary of the State shall prescribe setting forth: (1) The name of the statutory trust; (2) the name of the statutory agent for service; and (3) if the statutory agent is a natural person, the business and residence addresses thereof; if the statutory agent is [a corporation, limited liability company or business trust] an entity organized under the laws of this state, the address of the principal office thereof; if the statutory agent is an entity not organized under the laws of this state, the address of the principal office thereof in this state, if any. In each case, the address shall include the street and number or other particular designation. Each written appointment shall also be signed by the statutory agent for service therein appointed.

(c) If a statutory agent for service dies, dissolves, removes from the state or resigns, the statutory trust shall forthwith appoint another statutory agent for service. If the statutory agent for service changes his or its address within the state from that appearing upon the record in the office of the Secretary of the State, the statutory trust shall forthwith file with the Secretary of the State notice of the new address. A statutory agent for service may resign by filing with the Secretary of the State a signed statement in duplicate to that effect. The Secretary of the State shall forthwith file one copy and mail the other copy of the statement to the statutory trust at its principal office. Upon expiration of thirty days after such filing, the resignation shall be effective and the authority of such statutory agent for service shall terminate. The Secretary of the State shall be the statutory agent for service during such periods of time when the statutory trust has no other statutory agent for service in this state. A statutory trust may revoke the appointment of a statutory agent for service by making a new appointment as provided in this section and any new appointment so made shall revoke all appointments theretofore made.

Sec. 22. Section 34-532 of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

(a) Each foreign statutory trust shall, before transacting business in this state, appoint in writing an agent upon whom all process, in any action or proceeding against it, may be served, and by such appointment the foreign statutory trust shall agree that any process against it which is served on such agent shall be of the same legal force and validity as if served on the foreign statutory trust in this state.

(b) A foreign statutory trust's agent for service upon whom process may be served shall be: (1) [the] The Secretary of the State and his successors in office; [,] (2) a natural person who is a resident of this state; [,] (3) a domestic corporation; [or limited liability company organized under the laws of this state, (4) any] (4) a corporation not organized under the laws of this state which has procured a certificate of authority to transact business or conduct its affairs in this state; [, or (5) any] (5) a domestic limited liability company; (6) a limited liability company not organized under the laws of this state which has procured a certificate of registration to transact business or conduct its affairs in this state; (7) a domestic registered limited liability partnership; (8) a registered limited liability partnership not organized under the laws of this state and which has procured a certificate of authority to transact business or conduct its affairs in this state; (9) a domestic statutory trust; or (10) a foreign statutory trust which has procured a certificate of registration to transact business or conduct its affairs in this state.

(c) A foreign statutory trust's appointment of the Secretary of the State and his successors in office as its initial agent upon whom process may be served shall be included in the application for registration as provided in section 34-531. A subsequent appointment of the Secretary of the State and his successors in office as a foreign statutory trust's agent upon whom process may be served shall be filed in the office of the Secretary of the State in such form as the secretary shall prescribe.

(d) A foreign statutory trust's appointment of a natural person [, corporation or limited liability company] or an entity set forth in subdivisions (2) to (10), inclusive, of subsection (b) of this section as its initial agent upon whom process may be served shall be included in the application for registration as provided in section 34-531. A foreign statutory trust's subsequent appointment of [a natural person, corporation or limited liability company] any such natural person or entity as its agent upon whom process may be served shall be filed with the Secretary of the State in such form as the secretary shall prescribe setting forth: (1) The name of the foreign statutory trust; (2) the name of such agent; (3) a statement of acceptance by the statutory agent therein appointed; and (4) if such agent is a natural person, [his] the business and residence [address] addresses thereof; if such agent is [a corporation or limited liability company] an entity organized under the laws of this state, the address of the principal office thereof; if such agent is [a corporation or limited liability company] an entity not organized under the laws of this state, the address of the principal office thereof in this state. In each case, the address shall include the street and number or other particular designation. All subsequent written appointments filed with the Secretary of the State shall be signed by a trustee of the foreign statutory trust and, if other than the Secretary of the State, by the statutory agent therein appointed.

(e) If an agent dies, dissolves, removes from the state or resigns, the foreign statutory trust shall forthwith appoint another agent upon whom process may be served. If such agent changes his or its address within the state from that appearing upon the records in the office of the Secretary of the State, the foreign statutory trust or agent shall forthwith file with the Secretary of the State a signed statement in duplicate to that effect. The Secretary of the State shall forthwith file one copy and mail the other copy of such statement, together with notice that as a result of the failure to comply with this section, the authority to transact business in this state of such foreign statutory trust shall be deemed to have been revoked, by certified mail, to the foreign statutory trust at the office designated in the application for registration filed pursuant to section 34-531. Upon the expiration of one hundred twenty days after the mailing of such notice, the resignation shall be effective and the authority of the foreign statutory trust to transact business in this state shall be revoked unless a new agent has been appointed as provided in this section within such one-hundred-twenty-day period. A foreign statutory trust may revoke the appointment of an agent upon whom process may be served by making a new appointment as provided in this section and any new appointment so made revokes all appointments theretofore made.

(f) Whenever a foreign statutory trust fails to comply with this section, the authority of such foreign statutory trust shall be deemed to have been revoked.

Sec. 23. Subsection (a) of section 49-55a of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

(a) Upon the possession of the vessel by a lienor, he shall cause a notice of a vessel lien, in [quadruplicate] duplicate, to be filed on a form provided by the Secretary of the State with the office of [said] the secretary on which he shall also indicate the date and place of the sale of the vessel, which date of sale shall be at least sixty days next succeeding the filing of the notice. The lienor shall, within seven days of the filing, send by certified mail a copy of [this] such notice to the person indicated as the owner of the vessel, and to anyone who has filed with the Secretary of the State claiming a legal or equitable interest in the vessel. The fees for [this] such notice and procedure shall be set by the Secretary of the State.

Sec. 24. Subsection (a) of section 49-92h of the general statutes is repealed and the following is substituted in lieu thereof (Effective October 1, 2004):

(a) Upon the possession of the aircraft by a lienor, he shall cause a notice of an aircraft lien, in [quadruplicate] duplicate, to be filed on a form provided by the Secretary of the State with the office of [said] the secretary on which he shall also indicate the date and place of the sale of the aircraft, which date of sale shall be at least sixty days next succeeding the filing of the notice. The lienor shall, within seven days of the filing, send by certified mail a copy of [this] such notice to the person indicated as the owner of the aircraft, and to anyone who has filed with the Secretary of the State claiming a legal or equitable interest in the aircraft. The fees for [this] such notice and procedure shall be set by the [secretary of the state] Secretary of the State.

Sec. 25. Section 52-59b of the general statutes is repealed and the following is substituted in lieu thereof (Effective from passage):

(a) As to a cause of action arising from any of the acts enumerated in this section, a court may exercise personal jurisdiction over any nonresident individual, foreign partnership or foreign voluntary association, or over the executor or administrator of such nonresident individual, [or] foreign partnership or foreign voluntary association, who in person or through an agent: (1) Transacts any business within the state; (2) commits a tortious act within the state, except as to a cause of action for defamation of character arising from the act; (3) commits a tortious act outside the state causing injury to person or property within the state, except as to a cause of action for defamation of character arising from the act, if such person or agent (A) regularly does or solicits business, or engages in any other persistent course of conduct, or derives substantial revenue from goods used or consumed or services rendered, in the state, or (B) expects or should reasonably expect the act to have consequences in the state and derives substantial revenue from interstate or international commerce; (4) owns, uses or possesses any real property situated within the state; or (5) uses a computer, as defined in subdivision (1) of subsection (a) of section 53-451, or a computer network, as defined in subdivision (3) of subsection (a) of said section, located within the state.

(b) Where personal jurisdiction is based solely upon this section, an appearance does not confer personal jurisdiction with respect to causes of action not arising from an act enumerated in this section.

(c) Any nonresident individual, foreign partnership or foreign voluntary association, or the executor or administrator of such nonresident individual, [or] foreign partnership or foreign voluntary association, over whom a court may exercise personal jurisdiction, as provided in subsection (a) of this section, shall be deemed to have appointed the Secretary of the State as its attorney and to have agreed that any process in any civil action brought against the nonresident individual, [or] foreign partnership or foreign voluntary association, or the executor or administrator of such nonresident individual, [or] foreign partnership or foreign voluntary association, may be served upon the Secretary of the State and shall have the same validity as if served upon the nonresident individual, [or] foreign partnership or foreign voluntary association personally. The process shall be served by the officer to whom the same is directed upon the Secretary of the State by leaving with or at the office of the Secretary of the State, at least twelve days before the return day of such process, a true and attested copy thereof, and by sending to the defendant at the defendant's last-known address, by registered or certified mail, postage prepaid, return receipt requested, a like true and attested copy with an endorsement thereon of the service upon the Secretary of the State. The officer serving such process upon the Secretary of the State shall leave with the Secretary of the State, at the time of service, a fee of twenty-five dollars, which fee shall be taxed in favor of the plaintiff in the plaintiff's costs if the plaintiff prevails in any such action. The Secretary of the State shall keep a record of each such process and the day and hour of service.

Sec. 26. Section 2 of number 119 of the special acts of 1893 is amended to read as follows (Effective from passage and applicable to the corporation's objects, purposes and activities whether carried on before, on or after the effective date of this section):

[The object for which this corporation is created is to establish and maintain an asylum, infirmary, hospital, and home for the aged, imbecile, crippled, and indigent members of the Independent Order of Odd Fellows holding membership therein, and their wives, widows, and orphan children, and to raise an endowment or fund by contributions, voluntary tax on the members of the order, donations, devises, and bequests, the income, rents, and profits of which shall be applied to the support and maintenance of said home. ] This corporation is organized and shall be operated exclusively for charitable and educational purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, or any corresponding provision of any internal revenue law, to meet the needs of elderly, disabled and/or infirm persons for housing, health care and financial security and/or to provide day care services to children and/or adults, and in furtherance of the foregoing purposes and subject to the limitations of the Certificate of Incorporation of this corporation, to engage in any lawful act or activity for which corporations may be formed under the Connecticut Revised Nonstock Corporation Act, chapter 602 of the Connecticut General Statutes, as revised or replaced from time to time.

Sec. 27. The preamble to the resolution incorporating Bacon Academy in 1803 contained in Volumes I and II, Title I, Academies, of the Resolves and Private Laws of the State of Connecticut from the year 1789 to the year 1836 is amended to read as follows (Effective from passage):

Upon petition of Roger Bulkley and others, [shewing] showing that Pierpont Bacon, by his last Will and testatment, bequeathed the principal part of his estate to the first Society in Colchester, for the support of Schools therein.

Resolved by this Assembly, That [all persons by law capable of voting in school society meetings and living within the present limits of the first school society in Colchester, be and they are] there is hereby constituted, ordained and declared to be, from time to time, forever hereafter, one body corporate and politic in fact and in name, by the name of "The Trustees and Proprietors of Bacon Academy; " and by that name [they and their successors] said corporation shall and may have forever hereafter perpetual succession, and [are] it is hereby made capable in law to have, purchase, receive and hold to [them] it and [their] its successors, lands, tenements, hereditaments, rents, moneys, goods, chattels and effects of what kind or quality soever, [to any amount not exceeding one hundred thousand dollars in the whole,] including [their] its present fund, and the same to sell, grant, alien, dispose of, or manage in any manner consistent with the true intent and meaning of the donors or grantors thereof --- to sue and be sued, plead and be impleaded, defend and be defended in all or any court --- to have a common seal, and the same to break and renew at pleasure --- to make and execute such by-laws and regulations as [they] its trustees shall deem expedient for the governing and well ordering the concerns of said corporation, and not contrary to laws of this State [; and to nominate trustees, and to remove them from office and to choose such other officers as they may deem necessary; and the first meeting of said corporation shall be holden at the Meeting house in said society at such time as the said Roger Bulkley and Daniel Watrous shall, by warrant under their hands appoint, and notice thereof shall be given in the same manner as the meetings of said school society are now usually warned; and a meeting of said corporation shall be holden on the last Monday in April annually, and all future meetings may be warned in such manner as said corporation shall direct] --- and to otherwise conduct those activities that may be conducted by a corporation organized pursuant to the Connecticut Revised Nonstock Corporation Act, or any successor thereto, that is exempt from federal income taxation as an organization described in section 501(c)(3) of the Internal Revenue Code of 1986, as amended, or any successor thereto. And be it further resolved, that said corporation shall proceed and be regulated by the principles contained in the following articles, viz: ---

Sec. 28. Article 1 of the resolution incorporating Bacon Academy in 1803 contained in Volumes I and II, Title I, Academies, of the Resolves and Private Laws of the State of Connecticut from the year 1789 to the year 1836 is amended to read as follows (Effective from passage):

1. [There shall be established for ever hereafter in the first society of Colchester, a school by the name of Bacon Academy, for the instruction of youth in reading and writing English, in arithmetic, mathematics, the languages, and other branches of learning, and shall include a common school, and a school of a higher order to be opened and kept in the building erected for that purpose, near the Meeting house, unless other buildings shall be erected for the accommodation of said school. The common school shall have preference for support from the funds of said corporation, and the school of a higher order shall be supported by the surplus proceeds of said funds, and by such other interest and incomes as may in any way accrue to said Academy, without diminishing the principal of said funds] The Trustees and Proprietors of Bacon Academy shall be operated exclusively for charitable purposes for the benefit of the citizens of the Town of Colchester, Connecticut, including the promotion of education and the support of the Bacon Academy, lessening the burdens of government and the preservation of historic buildings.

Sec. 29. Article 2 of the resolution incorporating Bacon Academy in 1803 contained in Volumes I and II, Title I, Academies, of the Resolves and Private Laws of the State of Connecticut from the year 1789 to the year 1836 is amended to read as follows (Effective from passage):

2. The whole management and superintendence of [said] The Trustees and Proprietors of Bacon Academy [, at all times from and after the first Tuesday in July next,] shall be vested in a self-perpetuating Board of [twelve] not less than six nor more than eighteen Trustees, [seven of whom, and no more, shall be members of said corporation, and resident in said society, at the time of their appointment to said trust, and shall be styled the Trustees of Bacon Academy,] and by virtue of their office they and their successors shall be fully seized and possessed in right of and in trust for said corporation of all the real and personal estate, interest and revenues of said corporation, to use and improve the same for the greatest benefit of [said Academy] the exempt purposes of said corporation and for no other purpose.

Sec. 30. Article 5 of the resolution incorporating Bacon Academy in 1803 contained in Volumes I and II, Title I, Academies, of the Resolves and Private Laws of the State of Connecticut from the year 1789 to the year 1836 is amended to read as follows (Effective from passage):

[5] 3. The [trustees] Board of Trustees shall have power to [hold and use the seal of said corporation, and in the name of said corporation may at their discretion, institute and defend in all suits or actions involving the interest of said corporation, and may submit any matter of dispute or controversy concerning their rights or interest to the award of arbitrators, and shall have the general power of securing, receiving and paying out the income or revenues of said corporation, and of conducting and managing the whole affairs and business of said Academy, not otherwise in this resolve provided for, in such manner as they shall judge most conducive to its prosperity and the design of their trust; and any three of said trustees resident in said society and selected and appointed for that purpose by said corporation, at their annual meeting or at any other legal meeting warned for that purpose, shall be the committee of the inhabitants of said society to loan the moneys belonging to said fund as directed in said last will and testament. And the said trustees and said committee shall annually report to said corporation the expenditures of the preceding year and of the state of their funds, and shall receive no emolument for their services except for actual expenses and time spent in taking care of said estate] manage and conduct the property and affairs of The Trustees and Proprietors of Bacon Academy pursuant to the bylaws of said corporation and shall be entitled to the full benefit of the limitations on personal liability and the right to obligatory indemnification permitted under section 33-1026 of the Connecticut General Statutes, or any successor thereto.

Sec. 31. (Effective from passage) Articles 3, 4, 6 and 7 of the resolution incorporating Bacon Academy in 1803 contained in Volumes I and II, Title I, Academies, of the Resolves and Private Laws of the State of Connecticut from the year 1789 to the year 1836 are repealed.

Sec. 32. (Effective from passage) The May 1827 alteration to the resolution incorporating Bacon Academy in 1803 contained in Volumes I and II, Title I, Academies, of the Resolves and Private Laws of the State of Connecticut from the year 1789 to the year 1836 is repealed.

Sec. 33. (Effective from passage) The resolution changing the time of holding the annual meeting of the corporation of Bacon Academy contained in Volume IV of the Resolves and Private Laws of the State of Connecticut from the year 1836 to the year 1857 is repealed.

Sec. 34. (Effective from passage) Number 298 of the Special Acts and Resolutions of 1893 is repealed.

Sec. 35. Subdivision (7) of section 12-81 of the general statutes, as amended by section 1 of public act 03-270, is repealed and the following is substituted in lieu thereof (Effective October 1, 2002, and applicable to assessment years commencing on or after October 1, 2002):

(7) Subject to the provisions of sections 12-87 and 12-88, the real property of, or held in trust for, a corporation organized exclusively for scientific, educational, literary, historical or charitable purposes or for two or more such purposes and used exclusively for carrying out one or more of such purposes and the personal property of, or held in trust for, any such corporation, provided (A) any officer, member or employee thereof does not receive or at any future time shall not receive any pecuniary profit from the operations thereof, except reasonable compensation for services in effecting one or more of such purposes or as proper beneficiary of its strictly charitable purposes, and (B) in 1965, and quadrennially thereafter, a statement shall be filed on or before the first day of November with the assessor or board of assessors of any town, consolidated town and city or consolidated town and borough, in which any of its property claimed to be exempt is situated. Such statement shall be filed on a form provided by such assessor or board of assessors. On and after July 1, 1967, housing subsidized, in whole or in part, by federal, state or local government and housing for persons or families of low and moderate income shall not constitute a charitable purpose under this section. As used in this subdivision, "housing" shall not include real property used for temporary housing belonging to, or held in trust for, any corporation organized exclusively for charitable purposes and exempt from taxation for federal income tax purposes, the primary use of which property is one or more of the following: (i) An orphanage; (ii) [A] a drug or alcohol treatment or rehabilitation facility; (iii) [Housing] housing for homeless, retarded or mentally or physically handicapped individuals, or for battered or abused women and children; (iv) [Housing] housing for ex-offenders or for individuals participating in a program sponsored by the state Department of Correction or judicial branch; and (v) [Short-term] short-term housing operated by a charitable organization where the average length of stay is less than six months. The operation of such housing, including the receipt of any rental payments, by such charitable organization shall be deemed to be an exclusively charitable purpose.

Approved on June 8, 2004