The Vermont Statutes Online
The Statutes below include the actions of the 2024 session of the General Assembly.
NOTE: The Vermont Statutes Online is an unofficial copy of the Vermont Statutes Annotated that is provided as a convenience.
Title 11A: Vermont Business Corporations
Chapter 008: Directors and Officers
- Subchapter 001: BOARD OF DIRECTORS
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§ 8.01. Requirement for and duties of board of directors
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§ 8.02. Qualifications of directors
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§ 8.03. Number and election of directors
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§ 8.04. Election of directors by certain classes of shareholders
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§ 8.05. Terms of directors generally
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§ 8.06. Staggered terms for directors
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§ 8.07. Resignation of directors
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§ 8.08. Removal of directors by shareholders
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§ 8.09. Removal of directors by judicial proceeding
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§ 8.10. Vacancy on board
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§ 8.11. Compensation of directors
- Subchapter 002: MEETINGS AND ACTION OF THE BOARD
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§ 8.20. Meetings
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§ 8.21. Action without meeting
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§ 8.22. Notice of meeting
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§ 8.23. Waiver of notice
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§ 8.24. Quorum and voting
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§ 8.25. Committees
- Subchapter 003: STANDARD OF CONDUCT
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§ 8.30. General standards for directors
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§§ 8.31, 8.32. [Reserved]
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§ 8.33. Liability for unlawful distributions; statute of limitations
- Subchapter 004: OFFICERS
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§ 8.40. Officers
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§ 8.41. Duties of officers
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§ 8.42. [Reserved]
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§ 8.43. Resignation and removal of officers
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§ 8.44. Contract rights of officers
- Subchapter 005: INDEMNIFICATION
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§ 8.50. Subchapter definitions
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§ 8.51. Authority to indemnify
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§ 8.52. Mandatory indemnification
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§ 8.53. Advance for expenses
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§ 8.54. Court-ordered indemnification
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§ 8.55. Determination and authorization of indemnification
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§ 8.56. Indemnification of officers, employees, and agents
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§ 8.57. Insurance
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§ 8.58. Application of subchapter
- Subchapter 006: DIRECTORS CONFLICTING INTEREST TRANSACTIONS
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§ 8.60. Definitions
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§ 8.61. Judicial action
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§ 8.62. Directors' action
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§ 8.63. Shareholders' action