Vermont Code — 11
Browse 497 sections in division 11 of the Vermont code. Each section page includes the full statutory text, official source links, and citation guidance.
Sections (showing up to 300)
- § 1. §§ 1-4.
- § 41. Repealed. 1971, No. 237 (Adj
- § 42. Specific purposes Subject to the provisions of this title, one or more persons may form a private corporation for the specific purposes and in the manner following:
- § 43. §§ 43-49.
- § 50. Reorganization of corporations formed prior to 1915 If the Secretary of State receives articles of association of a
- § 61. §§ 61-67.
- § 101. §§ 101-107.
- § 108. Banks, trust and mutual insurance companies A corporation organized under the provisions of 8 V.S.A. chapter 202 or
- § 131. §§ 131-133.
- § 161. §§ 161-168.
- § 191. §§ 191-195.
- § 196. Power of historical corporations to amend articles
- § 221. §§ 221-230.
- § 231. Acknowledgments by stockholder or officer A person legally
- § 261. §§ 261-272.
- § 273. Public service corporations, powers of Commission In authorizing the issue by a corporation, subject to its
- § 274. Attachment and sale of stock
- § 275. Repealed. 1971, No. 237 (Adj
- § 276. Repealed. 1959, No. 262, § 37.
- § 277. Repealed. 1971, No. 237 (Adj
- § 301. §§ 301-322.
- § 361. §§ 361-363.
- § 381. §§ 381-383.
- § 421. §§ 421-423.
- § 441. Corporation to produce books on notice
- § 442. Notice for production Such notice to produce shall issue from the court, magistrate, tribunal, or commission before which the production is required
- § 443. Contempt When such corporation, without reasonable cause, neglects or refuses to comply with the
- § 444. Injunction and receivership
- § 461. §§ 461-464.
- § 491. §§ 491-495.
- § 511. §§ 511-516.
- § 531. §§ 531, 532.
- § 551. §§ 551, 552.
- § 561. Prohibited acts No corporation which is a “private foundation” as defined in section 509
- § 562. Distributions required Each corporation which is a “private foundation” as defined in section 509 of the Internal
- § 563. Conformity with articles of association The provisions of
- § 564. Powers of Attorney General Nothing in this act shall impair the rights and powers of the courts or the Attorney General of this State with respect to any corporation. (1971, No. 112, § 4.)
- § 565. Trusts In the administration of any trust which is a “private foundation,” as defined in section 509 of the Internal Revenue Code of 1986, a “charitable trust,” as defined in section 4947
- § 566. Distribution required In the administration of any trust which is a “private foundation” as defined in section 509 of the Internal Revenue Code of 1986, or which is a “charitable trust” as defined in section 4947
- § 567. Effect of trust instrument The provisions of sections
- § 568. Future federal amendments All references to sections of
- § 801. Definitions As used herein, unless the context clearly indicates that a different meaning is intended:
- § 802. Articles of association One or more individuals, each of whom is licensed to render a professional service, may incorporate a professional corporation by filing articles of association with the Secretary of State
- § 803. Applicability of general corporation law The general corporation law under chapters 1 and 17 of this title shall be
- § 804. Purpose for which incorporated
- § 805. Issuance and transfer of shares
- § 806. Officers, directors and shareholders No person may be an officer, director, or shareholder of a professional
- § 807. Professional services through officers, employees, agents A professional corporation may render professional services only through its officers, employees, and agents, who are duly licensed to render such professional services
- § 808. Professional relationship and liability This chapter does not alter the law involving liability of any person employed
- § 809. Professional regulation
- § 810. Prohibited acts No professional corporation may do any act which is prohibited to be done by individual
- § 811. Death or disqualification of shareholders
- § 812. Certificates The regulating boards of the respective professions described herein are hereby authorized and directed to issue the certificates required by subdivision 802(3) of this title
- § 813. Statutory policy This chapter shall be so construed as to effectuate its general purpose of making
- § 815. Short title This chapter shall be known and may be cited as the Vermont Professional Corporation
- § 816. Application of Vermont Business Corporation Act Title 11A applies to professional corporations, both domestic and foreign, to the extent not inconsistent with the provisions of this chapter. (Added 2001, No. 77 (Adj
- § 817. Definitions In this chapter:
- § 820. Election of professional corporation status
- § 821. Purposes
- § 822. General powers
- § 823. Rendering professional services
- § 824. Prohibited activities
- § 825. Corporate name
- § 830. Issuance of shares
- § 831. Notice of professional corporation status on shares
- § 832. Share transfer restriction
- § 833. Compulsory acquisition of shares after death or disqualification of shareholder
- § 834. Acquisition procedure
- § 835. Court action to appraise shares
- § 836. Court costs and fees of experts
- § 837. Cancellation of disqualified shares
- § 840. Directors and officers Not fewer than one-half of the directors of a professional corporation and all of
- § 841. Voting of shares
- § 842. Confidential relationship
- § 843. Privileged communications
- § 844. Responsibility for professional services
- § 850. Merger
- § 851. Termination of professional activities If a professional corporation ceases to render professional services, it must
- § 852. Judicial dissolution The Attorney General may commence a proceeding under 11A V.S.A. §§ 14.30-14.33 to dissolve a professional corporation, if:
- § 860. Authority to transact business
- § 861. Application for certificate of authority The application of a foreign professional corporation for a certificate of
- § 862. Revocation of certificate of authority The Secretary of State may administratively revoke, under 11A V.S.A. §§
- § 870. Articles of incorporation for licensing authority A domestic or foreign professional corporation authorized to transact business in this
- § 871. Annual report for Secretary of State The annual report required by 11A V.S.A. § 16.22 for each domestic professional
- § 872. Licensing authority’s regulatory jurisdiction This chapter does not restrict the jurisdiction of a licensing authority
- § 873. Penalty for signing false document
- § 880. Application to existing corporations
- § 881. Compliance with ownership provisions Notwithstanding the ownership limitations imposed by this chapter, persons who
- § 921. General provisions Subject to the additional or varied
- § 922. Certificate of public good The corporators shall file with the articles of association a certificate of the
- § 923. Definitions
- § 924. Examination; bonds A corporation formed under the provisions of this chapter shall be subject to examination by the
- § 925. Consent of Commissioner required A person or corporation shall not issue scrip or notes or certificates having no fixed maturity payable to bearer in currency or other scrip without the consent of the Commissioner
- § 926. Redemption Scrip shall not be issued unless its redemption is secured by: (1) Short-term notes and obligations of towns, cities, or other municipalities lawfully issued to such scrip corporation as hereinafter provided
- § 927. Limitation of amount of scrip issued The Commissioner
- § 928. Issuance; rights of holders; liquidations; actions A corporation authorized to issue scrip may issue the same to such
- § 929. Redemption right If scrip is issued in return for bonds of this State or of the United States, the issuing corporation shall give a receipt for such bonds
- § 930. Borrowing scrip by municipal corporations All municipal corporations whether incorporated by special act or under
- § 931. Use of scrip in payment of taxes or
- § 932. Indebtedness pledged to secure scrip All evidences of indebtedness pledged to secure scrip shall be delivered and held by the corporation issuing such scrip in trust to secure the redemption thereof in legal tender
- § 933. Security and redemption funds
- § 934. Bank deposits left with bank
- § 935. Redemption; action against corporation limited At such time or times as he or she may think proper, the Commissioner may require such scrip corporation to redeem in lawful currency the scrip issued by it
- § 936. Surplus monies belong to State Any monies remaining
- § 937. Enjoining issuance of scrip On complaint brought by the
- § 938. Penalties A person violating a provision of this chapter or a regulation hereunder shall be fined not more than $1,000.00 or imprisoned not more than one year, or both.
- § 981. General cooperative corporation; use of “cooperative.” A corporation formed under
- § 991. Definitions As used in this subchapter, unless the context or subject matter otherwise requires:
- § 992. Use of “cooperative”
- § 993. Subscribers Five or more persons, a majority of
- § 994. Powers Each association incorporated under this subchapter shall have the following powers:
- § 995. Articles Each association formed under this subchapter shall prepare and file articles of incorporation setting forth:
- § 996. Amendment of articles; statement of change
- § 997. Fee For filing articles of incorporation, an association shall pay $20.00 to the Secretary of State, and for filing an amendment thereto, $10.00. (Amended 1963, No. 37, § 4; 1967, No. 278 (Adj
- § 998. Members Under the terms and conditions prescribed in its bylaws, a marketing cooperative may admit as
- § 999. Proxies If a member of a nonstock association
- § 1000. Adoption of bylaws
- § 1001. Contents of bylaws Each association may provide in its bylaws for any or all of the following matters:
- § 1002. Meetings Each association shall by its bylaws provide for one or more regular meetings annually.
- § 1003. Special meetings The board of directors shall have the right to call a special meeting of the members or stockholders of the association at any time
- § 1004. Notice of meetings Notice of each meeting, together with a statement of the purposes thereof, shall be mailed or telegraphed to each member at least ten days prior to the meeting.
- § 1005. Place of meetings Meetings of the members or stockholders of the association, regular or special, shall be
- § 1006. Directors The business of the association shall be managed by a board of not less than five directors, elected by the members or stockholders from their own number.
- § 1007. Classification of directors
- § 1008. Primary elections for directors The bylaws may provide
- § 1009. Appointment of directors by public officials The bylaws may provide that one or more directors may be appointed by any public official or commission or by the other directors selected by the members or their delegates
- § 1010. Vacancies on board of directors
- § 1011. Contracts with directors During the term of his
- § 1012. Executive committee The bylaws may provide for an
- § 1013. Officers The directors shall elect from their number a president and one or more vice presidents
- § 1014. Salaries An association may provide a fair compensation for the time actually spent by its officers and directors in its service and for the service of the members of its executive committee
- § 1015. Issue of stock An association shall not issue stock to a member until it has been fully paid for
- § 1016. Liability of members for debts A member shall not be liable for the debts of the association.
- § 1017. Preferred stock An association organized with stock may issue preferred stock but such stock shall have no voting privileges
- § 1018. Marketing contracts—Terms
- § 1019. Damages
- § 1020. Enjoining breach In case of any such breach or threatened breach of such marketing contract by a member, a Superior Court may restrain by injunction further breach of the contract and may decree specific performance thereof
- § 1021. Liability of landowner, landlord or lessor In any action upon such marketing agreement, it shall be conclusively
- § 1022. Payment in stock When an association with preferred capital stock shall purchase the stock or any property
- § 1023. Ownership or control of other business organizations
- § 1024. Warehouse receipts An association engaged in warehousing may issue negotiable or nonnegotiable warehouse
- § 1025. Joint agreements Upon resolution adopted by its board of directors, an association may enter into all
- § 1026. Annual report An association formed under this subchapter
- § 1027. Foreign corporations A corporation or association organized under generally similar laws of another state shall be allowed to carry on any proper activities, operations, and functions in this
- § 1028. Application to existing corporations By a majority vote of its directors, and the vote in meeting assembled of the
- § 1029. Soliciting breach of contract A person or corporation
- § 1030. Conspiracies or combinations in restraint of trade An association organized under this subchapter and complying with
- § 1031. Penalties An officer or director who shall subscribe
- § 1061. Procedure Two or more cooperative associations organized under, or which have adopted the provisions
- § 1062. Filing of articles
- § 1063. Fee For filing articles of merger or consolidation the new cooperative shall pay $20.00 to the Secretary of State; and for filing an amendment thereof $10.00. (Amended 1963, No. 37, § 5; 1967, No. 278 (Adj
- § 1064. Powers The new cooperative, in addition to the general powers of cooperative associations granted by
- § 1065. Preservation of rights and liabilities All rights of creditors and liens upon the property of the consolidating
- § 1081. Short title This chapter shall be known and may be cited as the Worker Cooperative Corporations Act. (Added 1985, No. 46, § 1.)
- § 1082. Definitions As used in this chapter, unless the context clearly requires otherwise, the term:
- § 1083. Corporations organized under Title 11A; election to be governed as worker cooperative Any corporation organized under
- § 1084. Revocation of election
- § 1085. Corporate name A worker cooperative may include the word “cooperative” or any abbreviation of that word in its corporate title. (Added 1985, No. 46, § 1.)
- § 1086. Members’ membership shares; fees; rights and responsibilities
- § 1087. Voting shares; bylaws; amendment of articles of organization
- § 1088. Net earnings or losses; apportionment, distribution, and payment
- § 1089. Directors; officers
- § 1090. Internal capital accounts; recall or redemption of shares; interest; collective reserve account
- § 1091. Internal capital account cooperatives
- § 1092. Conversion of membership shares and internal capital accounts upon revocation of election; consolidation or merger
- § 1121. §§ 1121-1125.
- § 1161. §§ 1161-1163.
- § 1201. §§ 1201-1209.
- § 1241. §§ 1241-1246.
- § 1281. §§ 1281-1285.
- § 1321. §§ 1321-1335.
- § 1391. §§ 1391-1420.
- § 1471. Notice of meeting to provide for repairs
- § 1472. Organization of meeting At the time appointed, such meeting shall be organized by the election of a chair and a secretary. (Amended 2013, No. 161 (Adj
- § 1473. Voting and assessment Owners of pews shall have one vote for each pew
- § 1474. Assessment of pews At such meeting, the majority
- § 1475. Sale of pews for nonpayment
- § 1476. Redemption Within six months after the sale, the owner or occupant may redeem the property by paying to the person entitled to receive the same, the purchase price with accrued interest
- § 1501. Procedure The word “persons” as used in sections 42 and 1925 of this title shall apply to and include churches and religious or ecclesiastical corporations or societies
- § 1502. Signing and filing of articles
- § 1531. Petition for dissolution
- § 1532. Recognizance Before issuing the citation the petitioners shall cause some other person to recognize
- § 1533. Opposing petition When such petition is brought, members
- § 1534. Appointment of commissioners, hearing If sufficient cause is shown, the court shall appoint three disinterested
- § 1535. Report and judgment When, upon such hearing, it appears to be for the best interests of a majority of the
- § 1536. Further proceedings If no appeal is taken, the
- § 1537. Commissioner’s fees; costs Each commissioner shall receive $2.00 a day for his or her services and necessary expenses, to be paid by the State as in case of other commissioners appointed by the
- § 1571. Authority to act as trustee A religious state
- § 1581. Short title This chapter shall be known as the “Cooperative Housing Ownership Act.” (Added 1987, No. 254 (Adj
- § 1582. Purpose
- § 1583. Definitions The definitions contained in Title 11A shall apply to this chapter
- § 1584. Application Any corporation organized under Title 11A may elect to be governed as a cooperative housing corporation under the provisions of this chapter. (Added 1987, No. 254 (Adj
- § 1585. Name; use of “cooperative”
- § 1586. Property classification of cooperative interest
- § 1587. Perfection of security interests in cooperative interests
- § 1588. Articles of incorporation; minimum requirements Articles of incorporation of cooperative housing corporations shall contain the following provisions in addition to those required by Title 11A:
- § 1589. Subscriptions for membership prior to organization; organization meeting
- § 1590. Minimum occupancy requirement Subject to the provisions of section 1589 of this title, at least 80 percent of a cooperative housing corporation’s occupied units shall be occupied by members. (Added 1987, No. 254 (Adj
- § 1591. Membership
- § 1592. Bylaws; minimum requirements
- § 1593. Membership shares; requirements A cooperative housing corporation shall issue shares to its members as evidence of their ownership of a cooperative interest
- § 1594. Voting
- § 1595. Meetings; notice; quorum
- § 1596. Directors; election; removal
- § 1597. Merger; consolidation
- § 1598. Limited equity cooperatives
- § 1599. Proprietary lease Every member of a cooperative housing corporation shall be entitled to receive from the cooperative housing corporation a written proprietary lease which shall include the following:
- § 1600. Deposits; sale of cooperative interests; escrow Deposits taken in connection with the sale of cooperative interests by
- § 1601. Offering of cooperative interests; subscription agreement; disclosures required
- § 1602. Consumer protection; enforcement
- § 1603. Dissolution
- § 1604. Loans Any lender is authorized to make loans secured by cooperative interests of a cooperative housing
- § 1605. Net income; apportionment
- § 1606. Conversion; cooperative apartments The provisions of 27 V.S.A. chapter 15, subchapter 2 shall apply to all proposed
- § 1607. Nondiscrimination The provisions of 9 V.S.A. chapter 139 shall apply to all cooperative housing corporations in the State. (Added 1987, No. 254 (Adj
- § 1608. Eligibility for property tax relief [Effective until contingency met; see also 11 V.S.A. § 1608 effective July 1, 2028
- § 1608. Eligibility for property tax relief [Effective until contingency met; see also 11 V.S.A. § 1608 effective July 1, 2028
- § 1609. Homestead exemption from attachment and execution The provisions of 27 V.S.A. chapter 3 shall apply to cooperative
- § 1610. Separate taxation; mobile home cooperatives Each unit in a mobile home limited equity cooperative under proprietary
- § 1621. Registration of assumed business names, partnership, and unincorporated nonprofit association
- § 1621a. Repealed. 2025, No. 10, § 4, eff
- § 1622. Registration by legal representative of decedent
- § 1623. Repealed. 2025, No. 10, § 4, eff
- § 1624. Repealed. 2025, No. 10, § 4, eff
- § 1625. Fees
- § 1626. Failure to register; enforcing compliance
- § 1627. Repealed. 2025, No. 10, § 4, eff
- § 1628. Certificate of cessation of business; amendment
- § 1629. §§ 1629-1634.
- § 1635. Reregistration
- § 1636. Termination of business name; hearing
- § 1637. Authority to terminate and amend registration
- § 1638. Authority to reject, amend, or terminate
- § 1639. Forms; procedures; rules The Secretary of State may adopt forms, procedures, and rules to implement the processes and provisions of governing business registration in this State. (Added 2025, No. 10, § 4, eff
- § 1652. Reserved name
- § 1653. Assumed business name of business organization A business organization that is authorized to do business in this State
- § 1654. [Reserved.] (Added 2025, No. 10, § 4, eff
- § 1655. Designation of agent for service of process; change; resignation
- § 1656. Service of process; Secretary of State as agent
- § 1657. Certificate of good standing
- § 1701. Definitions As used in this chapter:
- § 1702. Obligations after disaster response period
- § 1703. Administration
- § 1801. §§ 1801-2216.
- § 2301. §§ 2301-2309.
- § 2351. §§ 2351-2374.
- § 2401. §§ 2401-2405.
- § 2451. §§ 2451-2455.
- § 2501. §§ 2501-2506.
- § 2551. Repealed. 1995, No. 179 (Adj
- § 2601. §§ 2601-2619.
- § 2651. §§ 2651-2668.
- § 2701. §§ 2701, 2702.
- § 2751. §§ 2751-2755.
- § 2801. §§ 2801-2806.
- § 3001. §§ 3001-3013.
- § 3021. §§ 3021-3032.
- § 3041. §§ 3041-3043.
- § 3051. §§ 3051-3062.
- § 3071. §§ 3071-3075.
- § 3081. §§ 3081-3083.
- § 3091. §§ 3091-3094.
- § 3101. §§ 3101-3109.
- § 3121. §§ 3121-3127.
- § 3131. §§ 3131-3140.
- § 3141. Repealed. 1997, No. 50, § 42, eff
- § 3151. §§ 3151-3154.
- § 3161. §§ 3161, 3162.
- § 3181. §§ 3181-3184.
- § 3201. Definitions As used in this chapter: (1) “Business” includes every trade, occupation, and profession. (2) “Debtor in bankruptcy” means a person who is the subject of: (A) an order for relief under Title 11 of the U.S
- § 3202. Knowledge and notice
- § 3203. Effect of partnership agreement; nonwaivable provisions
- § 3204. Supplemental principles of law
- § 3205. Execution, filing, and recording of statements
- § 3206. Governing law
- § 3207. Partnership subject to amendment or repeal of chapter A partnership governed by this chapter is subject to any amendment to or repeal of this chapter. (Added 1997, No. 149 (Adj
- § 3211. Partnership as entity
- § 3212. Formation of partnership
- § 3213. Partnership property Property acquired by a partnership is property of the partnership and not of the partners individually. (Added 1997, No. 149 (Adj
- § 3214. When property is partnership property
- § 3221. Partner agent of partnership Subject to the effect of a statement of partnership authority under section 3223 of this title: (1) Each partner is an agent of the partnership for the purpose of its business
- § 3222. Transfer of partnership property
- § 3223. Statement of partnership authority
- § 3224. Statement of denial A partner or other person named as a partner in a filed statement of partnership authority or in a list maintained by an agent pursuant to subsection 3223
- § 3225. Partnership liable for partner’s actionable conduct
- § 3226. Partner’s liability
- § 3227. Actions by and against partnership and partners
- § 3228. Liability of purported partner
- § 3231. Partner’s rights and duties
- § 3232. Distributions in kind A partner has no right to receive, and may not be required to accept, a distribution in kind. (Added 1997, No. 149 (Adj
- § 3233. Partner’s rights and duties with respect to information
- § 3234. General standards of partner’s conduct
- § 3235. Actions by partnership and partners
- § 3236. Continuation of partnership beyond definite term or particular undertaking
- § 3241. Partner not co-owner of partnership property A partner is not a co-owner of partnership property and has no interest in partnership property which can be transferred, either voluntarily or involuntarily. (Added 1997, No. 149 (Adj
- § 3242. Partner’s transferable interest in partnership The only transferable interest of a partner in the partnership is the partner’s share of the profits and losses of the partnership and the partner’s right to receive distributions
- § 3243. Transfer of partner’s transferable interest
- § 3244. Partner’s transferable interest subject to charging order
- § 3251. Events causing partner’s dissociation A partner is dissociated from a partnership upon the occurrence of any of the following events:
- § 3252. Partner’s power to dissociate; wrongful dissociation