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.
Subchapter
001
:
MEETINGS
(Cite as: 11A V.S.A. § 7.02)
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§ 7.02. Special meetings
(a) A corporation shall hold a special meeting of shareholders:
(1) on call of its board of directors or the person or persons authorized to do so by
the articles of incorporation or bylaws; or
(2) if the holders of at least ten percent of all the votes entitled to be cast on any
issue proposed to be considered at the proposed special meeting sign, date, and deliver
to the corporation’s secretary one or more written demands for the meeting describing
the purpose or purposes for which it is to be held.
(b) If not otherwise fixed under section 7.03 or 7.07 of this title, the record date for determining shareholders entitled to demand a special meeting
is the date the first shareholder signs the demand.
(c) Special shareholders’ meetings shall be held in this State, unless permitted in the
bylaws of the corporation to be held outside this State. Meetings shall be held at
the place stated in or fixed in accordance with the bylaws. If no place is stated
in or fixed in accordance with the bylaws, annual meetings shall be held at the corporation’s
principal office. A special meeting may be conducted by means of any electronic or
telecommunications mechanism, including video-conference telecommunication.
(d) Only business within the purpose or purposes described in the meeting notice required
by subsection 7.05(c) of this title may be conducted at a special shareholders’ meeting. (Added 1993, No. 85, § 2, eff. Jan. 1, 1994; amended 2007, No. 190 (Adj. Sess.), § 89, eff. June 6, 2008.)