Skip to navigation Skip to content Skip to subnav
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 11A : Vermont Business Corporations

Chapter 011 : Conversion, Merger, Share Exchange, and Domestication

(Cite as: 11A V.S.A. § 11.06)
  • § 11.06. Statement of conversion; effective date of conversion

    (a) A converting organization shall sign a statement of conversion and deliver it to the Secretary of State for filing.

    (b) A statement of conversion shall contain:

    (1) the name, jurisdiction of formation, and type of organization prior to the conversion;

    (2) the name, jurisdiction of formation, and type of organization following the conversion;

    (3) if the converting organization is a domestic organization, a statement that the organization approved the plan of conversion in accordance with the provisions of this chapter, or, if the converting organization is a foreign organization, a statement that the organization approved the conversion in accordance with its governing statute; and

    (4) the public organizational documents of the converted organization.

    (c) A statement of conversion may contain any other provision not prohibited by law.

    (d) If the converted organization is a domestic organization, its public organizational documents, if any, shall comply with the law of this State.

    (e)(1) If a converted organization is a domestic corporation, its conversion takes effect when the statement of conversion takes effect.

    (2) If a converted organization is not a domestic corporation, its conversion takes effect on the later of:

    (A) the date and time provided by its governing statute; or

    (B) when the statement of conversion takes effect. (Added 1993, No. 85, § 2, eff. Jan. 1, 1994; amended 2015, No. 157 (Adj. Sess.), § E.1, eff. July 1, 2017.)