2015-2016 Session
Change SessionH.310 (Act 17)
An act relating to limited liability companies
Rep. William Botzow II, Rep. Michael Marcotte
5/8/2015 - Signed by Governor on May 7, 2015
- Sponsor(s)
- Last Recorded Action
- House 5/8/2015 - Signed by Governor on May 7, 2015
Bill/Resolution Text
NOTE: to print information that appears on a tab within the bill page, use the Print link on that tab.
An act relating to limited liability companies
Detailed Status
2015 - 2016 Legislative Session
| Body | Date | Journal | Calendar | Location | Full Status |
|---|
An act relating to limited liability companies
Roll Call History
2015 - 2016 Legislative Session
| Body | Date | Journal | Location | Full Status |
|---|
Although procedurally bills and resolutions are assigned to only one committee at a time, other committees may review the bill or resolution. This page contains results from both the assigned committee as well as other committees.
An act relating to limited liability companies
Committee Meetings
2015 - 2016 Legislative Session
| Meeting Date | Committee |
|---|
An act relating to limited liability companies
Meeting Full List
2015 - 2016 Legislative Session
Wednesday, March 11, 2015
- Committee(s):
- House Committee on Commerce and Economic Development
- 11:00 AM
-
H.310 - An act relating to limited liability companies
Hon. James Condos, Secretary of State
John Eggelston, Attorney, Primmer Piper Eggleston & Cramer
Tom Moody, Vermont Bar Association
David Gurtman, Vermont Bar Association
- 15 Min. after Adj.
-
H.310 - An act relating to limited liability companies
Walk through
Tom Moody, Vermont Bar Association
Katie Taylor, Government Affairs Director, Lake Champlain Chamber of Commerce
John Hollar, Lobbyist, Vermont Business Roundtable
David Gurtman, Vermont Bar Association
Peter McDougall, Vermont Chamber of Commerce
Richard Cassidy, Esq., Hoff and Curtis Law firm
- 6:00 PM
-
H.310 - An act relating to limited liability companies
Committee Discussion and Mark up
Lisa Gosselin, Commissioner, Department of Economic Development
Tom Moody, Attorney, Vermont Bar Association
Peter Erly, Attorney, Gravel and Shea
David Hall, Legislative Counsel, Office of Legislative Council
Friday, March 13, 2015
- Committee(s):
- House Committee on Commerce and Economic Development
- 1:00 PM
-
H.310 - An act relating to limited liability companies
Committee Discussion and Vote
Thursday, March 19, 2015
- Committee(s):
- House Committee on Commerce and Economic Development
- 10:25 AM
-
H.310 - An act relating to limited liability companies
Amendment to Bill
David Hall, Legislative Counsel, Office of Legislative Council
Wednesday, April 1, 2015
- Committee(s):
- Senate Committee on Economic Development, Housing and General Affairs
- 11:15 AM
-
H.310 - An act relating to limited liability companies
Rep. William Botzow, Sponsor, Pownal
David Hall, Legislative Counsel, Office of Legislative Council
Thursday, April 2, 2015
- Committee(s):
- Senate Committee on Economic Development, Housing and General Affairs
- 9:00 AM
-
H.310 - An act relating to limited liability companies
Limited Liability Corporations Act
Tom Moody, Co-Chair, Vermont Bar Association
Jay Kenlan, Vermont Bar Association
David Hall, Legislative Counsel, Office of Legislative Council
- 11:00 AM
-
H.310 - An act relating to limited liability companies
Hon. James Condos, Secretary of State
Ali Sarafzsade, Corporations Director, Secretary of State's Office
- 11:30 AM
-
H.310 - An act relating to limited liability companies
Commissioner via phone
Lisa Gosselin, Commissioner, Department of Economic Development
Wednesday, April 8, 2015
- Committee(s):
- Senate Committee on Economic Development, Housing and General Affairs
- 9:00 AM
-
H.310 - An act relating to limited liability companies
Richard Cassidy via phone
Richard Cassidy, Esq., Hoff and Curtis Law firm
Markup & Vote
Committee Documents
An act relating to limited liability companies
Witnesses Who Testified
2015 - 2016 Legislative Session
House Committee on Commerce and Economic Development
- Richard Cassidy, Esq., Hoff and Curtis Law firm
- Hon. James Condos, Secretary of State
- John Eggelston, Attorney, Primmer Piper Eggleston & Cramer
- Peter Erly, Attorney, Gravel and Shea
- Lisa Gosselin, Commissioner, Department of Economic Development
- David Gurtman, Vermont Bar Association
- David Hall, Legislative Counsel, Office of Legislative Council
- John Hollar, Lobbyist, Vermont Business Roundtable
- Peter McDougall, Vermont Chamber of Commerce
- Tom Moody, Vermont Bar Association
- Tom Moody, Attorney, Vermont Bar Association
- Katie Taylor, Government Affairs Director, Lake Champlain Chamber of Commerce
Senate Committee on Economic Development, Housing and General Affairs
- Rep. William Botzow, Sponsor, Pownal
- Richard Cassidy, Esq., Hoff and Curtis Law firm
- Hon. James Condos, Secretary of State
- Lisa Gosselin, Commissioner, Department of Economic Development
- David Hall, Legislative Counsel, Office of Legislative Council
- Jay Kenlan, Vermont Bar Association
- Tom Moody, Co-Chair, Vermont Bar Association
- Ali Sarafzsade, Corporations Director, Secretary of State's Office
Fiscal notes and materials available on this web page are provided for informational purposes only, and may not comprise all materials received by the Vermont Legislature or the final fiscal information related to a specific bill. The Legislature is not responsible for the accuracy of any information in these materials, and their posting does not constitute approval or endorsement by the Legislature.
No fiscal documents found for H.310 in the 2015 - 2016 Legislative Session.
No committee of conference members found for H.310 in the 2015 - 2016 Legislative Session.
An act relating to limited liability companies
Committee of Conference Meetings
2015 - 2016 Legislative Session
| Meeting Date | Committee |
|---|
An act relating to limited liability companies
Committee of Conference Meeting Full List
2015 - 2016 Legislative Session
No committee of conference meeting history found for H.310 in the 2015 - 2016 Legislative Session.
No committee of conference report found for H.310 in the 2015 - 2016 Legislative Session.
Act
- Signed into law 5/7/2015
- As Enacted (ACT 17)
- Act Summary
An act relating to limited liability companies
Statutes Affected
2015 - 2016 Legislative Session
| Statute |
|---|
| 11 V.S.A. § 1621. Registration of business name by persons, partnerships, and associations |
| 11 V.S.A. §§ 3001-3013. Repealed. 2014, No. 17 (Adj. Sess.), § 1. |
| 11 V.S.A. §§ 3021-3032. Repealed. 2014, No. 17 (Adj. Sess.), § 1. |
| 11 V.S.A. §§ 3041-3043. Repealed. 2014, No. 17 (Adj. Sess.), § 1. |
| 11 V.S.A. §§ 3051-3062. Repealed. 2014, No. 17 (Adj. Sess.), § 1. |
| 11 V.S.A. §§ 3071-3075. Repealed. 2014, No. 17 (Adj. Sess.), § 1. |
| 11 V.S.A. §§ 3081-3083. Repealed. 2014, No. 17 (Adj. Sess.), § 1. |
| 11 V.S.A. §§ 3091-3094. Repealed. 2014, No. 17 (Adj. Sess.), § 1. |
| 11 V.S.A. §§ 3101-3109. Repealed. 2014, No. 17 (Adj. Sess.), § 1. |
| 11 V.S.A. §§ 3121-3127. Repealed. 2014, No. 17 (Adj. Sess.), § 1. |
| 11 V.S.A. §§ 3131-3140. Repealed. 2014, No. 17 (Adj. Sess.), § 1. |
| 11 V.S.A. §§ 3151-3154. Repealed. 2014, No. 17 (Adj. Sess.), § 1. |
| 11 V.S.A. §§ 3161, 3162. Repealed. 2014, No. 17 (Adj. Sess.), § 1. |
| 11 V.S.A. §§ 3181-3184. Repealed. 2014, No. 17 (Adj. Sess.), § 1. |
| 11 V.S.A. § 3292. Name |
| 11 V.S.A. § 3402. Name |
| 11 V.S.A. § 3484. Name |
| 11 V.S.A. § 4001. Definitions |
| 11 V.S.A. § 4002. Knowledge and notice |
| 11 V.S.A. § 4003. Effect of operating agreement; nonwaivable provisions |
| 11 V.S.A. § 4004. Supplemental principles of law |
| 11 V.S.A. § 4005. Name |
| 11 V.S.A. § 4006. Reserved name |
| 11 V.S.A. § 4007. Designated office and agent |
| 11 V.S.A. § 4008. Change of designated office or agent for service of process |
| 11 V.S.A. § 4009. Resignation of agent for service of process |
| 11 V.S.A. § 4010. Service of process |
| 11 V.S.A. § 4011. Nature of business and powers; governing law |
| 11 V.S.A. § 4012. Fees |
| 11 V.S.A. § 4021. Limited liability company as legal entity |
| 11 V.S.A. § 4022. Organization |
| 11 V.S.A. § 4023. Articles of organization |
| 11 V.S.A. § 4024. Amendment or restatement of articles of organization |
| 11 V.S.A. § 4025. Signing of documents |
| 11 V.S.A. § 4026. Filing in Office of Secretary of State |
| 11 V.S.A. § 4027. Correcting filed document |
| 11 V.S.A. § 4028. Certificate of existence or authorization |
| 11 V.S.A. § 4029. Liability for false statement in filed document |
| 11 V.S.A. § 4030. Filing by judicial act |
| 11 V.S.A. § 4031. Limited liability company property |
| 11 V.S.A. § 4032. When property is limited liability company property |
| 11 V.S.A. § 4033. Annual report for Secretary of State |
| 11 V.S.A. § 4034. Involuntary termination |
| 11 V.S.A. § 4041. No agency power of member as member |
| 11 V.S.A. § 4042. Liability of members and managers |
| 11 V.S.A. § 4051. Becoming a member |
| 11 V.S.A. § 4052. Form of contribution |
| 11 V.S.A. § 4053. Member's liability for contributions |
| 11 V.S.A. § 4054. Management of limited liability company |
| 11 V.S.A. § 4055. Sharing of profits and losses and right to distributions |
| 11 V.S.A. § 4056. Limitations on distributions |
| 11 V.S.A. § 4057. Liability for unlawful distributions |
| 11 V.S.A. § 4058. Information rights |
| 11 V.S.A. § 4059. General standards of member's and manager's conduct |
| 11 V.S.A. § 4060. Reimbursement, indemnification, and insurance |
| 11 V.S.A. § 4071. Member's distributional interest |
| 11 V.S.A. § 4072. Transfer of distributional interest |
| 11 V.S.A. § 4073. Rights of transferee |
| 11 V.S.A. § 4074. Charging order |
| 11 V.S.A. § 4075. Power of estate of deceased member |
| 11 V.S.A. § 4081. Events causing member's dissociation |
| 11 V.S.A. § 4082. Member's power to dissociate; wrongful dissociation |
| 11 V.S.A. § 4083. Effect of member's dissociation |
| 11 V.S.A. § 4101. Events causing dissolution and winding up of company business |
| 11 V.S.A. § 4102. Limited liability company continues after dissolution |
| 11 V.S.A. § 4103. Right to wind up limited liability company's business |
| 11 V.S.A. § 4104. Member's or manager's power and liability as agent after dissolution |
| 11 V.S.A. § 4105. Articles of termination |
| 11 V.S.A. § 4106. Distribution of assets in winding up limited liability company's business |
| 11 V.S.A. § 4107. Known claims against dissolved limited liability company |
| 11 V.S.A. § 4108. Other claims against dissolved limited liability company |
| 11 V.S.A. § 4109. Enforcement of claims against dissolved limited liability company |
| 11 V.S.A. § 4111. Law governing foreign limited liability companies |
| 11 V.S.A. § 4112. Application for certificate of authority |
| 11 V.S.A. § 4113. Activities not constituting transacting business |
| 11 V.S.A. § 4114. Issuance of certificate of authority |
| 11 V.S.A. § 4115. Amended certificate of authority |
| 11 V.S.A. § 4116. Name of foreign limited liability company |
| 11 V.S.A. § 4117. Revocation of certificate of authority |
| 11 V.S.A. § 4118. Cancellation of authority |
| 11 V.S.A. § 4119. Effect of failure to obtain certificate of authority |
| 11 V.S.A. § 4120. Action by Attorney General |
| 11 V.S.A. § 4121. Election |
| 11 V.S.A. § 4122. Designation of controlling foreign law |
| 11 V.S.A. § 4123. Scope of designated foreign law |
| 11 V.S.A. § 4124. Jurisdiction |
| 11 V.S.A. § 4131. Direct action by member |
| 11 V.S.A. § 4132. Derivative action |
| 11 V.S.A. § 4133. Proper plaintiff |
| 11 V.S.A. § 4134. Pleading |
| 11 V.S.A. § 4135. Special litigation committee |
| 11 V.S.A. § 4136. Proceeds and expenses |
| 11 V.S.A. § 4141. Definitions |
| 11 V.S.A. § 4142. Conversion authorized |
| 11 V.S.A. § 4143. Plan of conversion |
| 11 V.S.A. § 4144. Approval of conversion |
| 11 V.S.A. § 4145. Amendment or abandonment of plan of conversion |
| 11 V.S.A. § 4146. Statement of conversion; effective date of conversion |
| 11 V.S.A. § 4147. Effect of conversion |
| 11 V.S.A. § 4148. Merger of entities |
| 11 V.S.A. § 4149. Action on plan of merger by constituent limited liability company |
| 11 V.S.A. § 4150. Filings required for merger; effective date |
| 11 V.S.A. § 4151. Effect of merger |
| 11 V.S.A. § 4152. Domestication |
| 11 V.S.A. § 4153. Action on plan of domestication by domesticating limited liability company |
| 11 V.S.A. § 4154. Filings required for domestication; effective date |
| 11 V.S.A. § 4155. Effect of domestication |
| 11 V.S.A. § 4156. Restrictions on approval of mergers, conversions, and domestications |
| 11 V.S.A. § 4157. Subchapter not exclusive |
| 11 V.S.A. § 4161. Election |
| 11 V.S.A. § 4162. Requirements |
| 11 V.S.A. § 4163. Failure to meet requirements |
| 11A V.S.A. § 4.01. Corporate head |
| 11A V.S.A. § 4.03. Registered name |
| 11A V.S.A. § 15.06. Corporate name of foreign corporation |
| 11B V.S.A. § 4.01. Corporate name |
