The Vermont Statutes Online
The Statutes below include the actions of the 2025 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.
(Cite as: 11 V.S.A. § 811)
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§ 811. Death or disqualification of shareholders
The articles of association may provide for the purchase or redemption of the shares
of any shareholder upon the death or disqualification of such shareholder, or the
same may be provided in the bylaws or by private agreement. In the absence of a provision
for the same in the articles of association or the bylaws or by private agreement,
the professional corporation shall purchase the shares of a deceased shareholder or
a shareholder no longer qualified to own shares in such corporation within 90 days
after the death or disqualification of the shareholder, as the case may be. The price
for such shares shall be the book value as of the end of the month immediately preceding
the death or disqualification of the shareholder. Book value shall be determined
from the books and records of the professional corporation in accordance with the
regular method of accounting used by such corporation. If the corporation shall fail
to purchase such shares by the end of said 90 days, then the executor or administrator
or other person representative of a deceased shareholder or a disqualified shareholder
may bring an action in the Superior Court for the county in which the principal office
of the professional corporation is located for the enforcement of this provision.
If the plaintiff obtains judgment in such action he shall be entitled to recover the
book value of the shares involved and his costs. The professional corporation shall
repurchase such shares without regard to restrictions upon the repurchase of shares
provided by the general corporation law. (1963, No. 218, § 12, eff. July 3, 1963; amended 1973, No. 193 (Adj. Sess.), § 3.)