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Searching 2023-2024 Session

The Vermont Statutes Online

The Vermont Statutes Online have been updated to include the actions of the 2023 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 010 : Amendment of Articles of Incorporation and Bylaws

Subchapter 002 : Amendment of Bylaws

(Cite as: 11A V.S.A. § 10.20)
  • § 10.20. Amendment by board of directors or shareholders

    (a) A corporation’s board of directors may amend or repeal the corporation’s bylaws unless:

    (1) the articles of incorporation or this title reserve this power exclusively to the shareholders in whole or in part; or

    (2) the shareholders in amending or repealing a particular bylaw provide expressly that the board of directors may not amend or repeal that bylaw.

    (b) A corporation’s shareholders may amend or repeal the corporation’s bylaws even though the bylaws may also be amended or repealed by its board of directors. (Added 1993, No. 85, § 2, eff. Jan. 1, 1994.)