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2023 Vermont Statutes
Title 11 - Corporations, Partnerships and Associations
Chapter 25 - Limited Liability Companies
Subchapter 1: General Provisions
- § 4001. Definitions
- § 4002. Knowledge and notice
- § 4003. Effect of operating agreement; nonwaivable provisions
- § 4004. Supplemental principles of law
- § 4005. Name
- § 4006. Reserved name
- § 4007. Designated office and agent
- § 4008. Change of designated office or agent for service of process
- § 4009. Resignation of agent for service of process
- § 4010. Service of process
- § 4011. Nature of business and powers; governing law
- § 4012. Fees
- § 4021. Limited liability company as legal entity
- § 4022. Organization
- § 4023. Articles of organization
- § 4024. Amendment or restatement of articles of organization
- § 4025. Signing of documents
- § 4026. Filing in Office of Secretary of State
- § 4027. Correcting filed document
- § 4028. Certificate of existence or authorization
- § 4029. Liability for false statement in filed document
- § 4030. Filing by judicial act
- § 4031. Limited liability company property
- § 4032. When property is limited liability company property
- § 4033. Annual report for Secretary of State
- § 4034. Involuntary termination
- § 4051. Becoming a member
- § 4052. Form of contribution
- § 4053. Member’s liability for contributions
- § 4054. Management of limited liability company
- § 4055. Sharing of profits and losses and right to distributions
- § 4056. Limitations on distributions
- § 4057. Liability for unlawful distributions
- § 4058. Information rights
- § 4059. General standards of member’s and manager’s conduct
- § 4060. Reimbursement, indemnification, and insurance
- § 4071. Member’s distributional interest
- § 4072. Transfer of distributional interest
- § 4073. Rights of transferee
- § 4074. Charging order
- § 4075. Power of estate of deceased member
- § 4081. Events causing member’s dissociation
- § 4082. Member’s power to dissociate; wrongful dissociation
- § 4083. Effect of member’s dissociation
- § 4101. Events causing dissolution and winding up of company business
- § 4102. Limited liability company continues after dissolution
- § 4103. Right to wind up limited liability company’s business
- § 4104. Member’s or manager’s power and liability as agent after dissolution
- § 4105. Articles of termination
- § 4106. Distribution of assets in winding up limited liability company’s business
- § 4107. Known claims against dissolved limited liability company
- § 4108. Other claims against dissolved limited liability company
- § 4109. Enforcement of claims against dissolved limited liability company
- § 4111. Law governing foreign limited liability companies
- § 4112. Application for certificate of authority
- § 4113. Activities not constituting transacting business
- § 4114. Issuance of certificate of authority
- § 4115. Amended certificate of authority
- § 4116. Name of foreign limited liability company
- § 4117. Revocation of certificate of authority
- § 4118. Cancellation of authority
- § 4119. Effect of failure to obtain certificate of authority
- § 4120. Action by Attorney General
- § 4121. Election
- § 4122. Designation of controlling foreign law
- § 4123. Scope of designated foreign law
- § 4124. Jurisdiction
- § 4131. Direct action by member
- § 4132. Derivative action
- § 4133. Proper plaintiff
- § 4134. Pleading
- § 4135. Special litigation committee
- § 4136. Proceeds and expenses
- § 4141. Definitions
- § 4142. Conversion authorized
- § 4143. Plan of conversion
- § 4144. Approval of conversion
- § 4145. Amendment or abandonment of plan of conversion
- § 4146. Statement of conversion; effective date of conversion
- § 4147. Effect of conversion
- § 4148. Merger of entities
- § 4149. Action on plan of merger by constituent limited liability company
- § 4150. Filings required for merger; effective date
- § 4151. Effect of merger
- § 4152. Domestication
- § 4153. Action on plan of domestication by domesticating limited liability company
- § 4154. Filings required for domestication; effective date
- § 4155. Effect of domestication
- § 4156. Restrictions on approval of mergers, conversions, and domestications
- § 4157. Subchapter not exclusive
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