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Searching 2023-2024 Session

The Vermont Statutes Online

The Vermont Statutes Online does not include the actions of the 2024 session of the General Assembly. We expect them to be updated by November 1st.

NOTE: The Vermont Statutes Online is an unofficial copy of the Vermont Statutes Annotated that is provided as a convenience.

Title 11B : Nonprofit Corporations

Chapter 016 : Records and Reports

Subchapter 001 : Corporate Powers

(Cite as: 11B V.S.A. § 16.01)
  • § 16.01. Corporate records

    (a) A corporation shall keep as permanent records minutes of all meetings of its members and board of directors, a record of all actions taken by the members or directors without a meeting, and a record of all actions taken by committees of the board of directors as authorized by subsection 8.25(d) of this title.

    (b) A corporation shall maintain appropriate accounting records.

    (c) A corporation or its agent shall maintain a record of its members in a form that permits preparation of a list of the name and address of all members, in alphabetical order by class showing the number of votes each member is entitled to vote.

    (d) A corporation shall maintain its records in written form or in another form, including electronic form, capable of conversion into written form within a reasonable time.

    (e) A corporation shall keep a copy of the following records at its principal office (or, if none in this State, then the registered office):

    (1) its articles or restated articles of incorporation and all amendments to them currently in effect;

    (2) its bylaws or restated bylaws and all amendments to them currently in effect;

    (3) resolutions adopted by its board of directors relating to the characteristics, qualifications, rights, limitations, and obligations of members or any class or category of members;

    (4) the minutes of all meetings of members and records of all actions approved by the members for the past three years;

    (5) all written or electronic communications to members generally within the past three years, including the financial statements furnished for the past three years under section 16.20 of this title;

    (6) a list of the names and business or home addresses of its current directors and officers; and

    (7) its most recent biennial report delivered to the Secretary of State under section 16.22 of this title. (Added 1995, No. 179 (Adj. Sess.), § 1, eff. Jan. 1, 1997; amended 2009, No. 78 (Adj. Sess.), § 37, eff. April 15, 2010.)