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 011 : Conversion, Merger, Share Exchange, and Domestication
(Cite as: 11A V.S.A. § 11.04)-
§ 11.04. Approval of conversion
Subject to section 11.17 of this title and any contractual rights, a converting organization shall approve a plan of conversion as follows:
(1) a domestic corporation shall approve a plan of conversion in accordance with the procedures for approving a merger under section 11.10 of this title;
(2) any other organization shall approve a plan of conversion in accordance with its governing statute and its organizational documents; provided:
(A) if its organizational documents do not address the manner for approving a conversion, then a plan of conversion shall be approved by the same vote required under the organizational documents for a merger; and
(B) if its organizational documents do not provide for approval of a merger, then by the approval of the number or percentage of interest holders required to approve a merger under the governing statute. (Added 1993, No. 85, § 2, eff. Jan. 1, 1994; amended 2015, No. 157 (Adj. Sess.), § E.1, eff. July 1, 2017.)
