Vermont § 4123 - Scope of designated foreign law

Full text of Vermont Vermont Statutes Online § 4123 — Scope of designated foreign law, with citation guidance and answers to common questions.

§ 4123. Scope of designated foreign law

  • (a) In any disputes over the internal governance affairs of a foreign law limited liability
    company, the designated foreign law or body of law shall be applied by any court having
    jurisdiction over the parties as the binding authority governing these matters, provided
    that no designated law shall be enforced that: (1) is contrary to provisions of Vermont or U.S. law or public policy; (2) cause fraud or manifest injustice under Vermont or U.S. law; (3) purports to limit the civil or criminal liability of an individual, partnership, or
    entity under Vermont or U.S. law; or (4) varies or limits the filing procedures for creating a limited liability company required
    by this title. (b) As used in this subchapter, “internal governance affairs” means the relations among
    the limited liability company, its members, and managers. Whether an issue is a matter
    of internal governance affairs of the company shall be determined under Vermont law. (c) If a court determines that the designated law does not address an internal governance
    matter or addresses it in a manner that is unenforceable pursuant to subsection (a)
    of this section, or a limitation or variation relating to the issue is specified in
    the articles of organization, Vermont law shall apply to the matter at issue. (d) All the external affairs of the foreign law limited liability company shall be governed
    by the general provisions of this chapter, the articles of organization other than
    choice of foreign law, the operating agreement, and applicable Vermont and federal
    laws. (Added 2015, No. 17, § 2.)

Source: official Vermont text · Last verified 2026-08-27

Frequently Asked Questions About Vermont § 4123

What does Vermont Statutes Online § 4123 cover?

Section 4123 ("Scope of designated foreign law") is part of the Vermont Statutes Online, the codified statutory law of Vermont. It sets out the legal rule or procedure described in the text above. Statutes are amended regularly, so always verify against the official source.

How do I cite Vermont § 4123?

A common citation format is "Vermont Statutes Online § 4123" (Vermont). Legal writing may require the code abbreviation, section number, and year or edition. Match the style required by your court, professor, or publisher.

Is this the official text of Vermont law?

No. This page is for research and education and may not include the most recent amendments. For official current law, check the Vermont official source linked on this page or consult a licensed Vermont attorney.

How does Vermont § 4123 apply to my situation?

Statutes are interpreted in context, and application depends on your specific facts. Only a licensed attorney in Vermont can advise on how this section applies to you. Contact your state or local bar association for a referral.

Sources & Verification

Not legal advice. Verify against the official source and consult a licensed attorney in Vermont.