Vermont Statutes Title 11 Sec. 1-28
Terms Used In Vermont Statutes Title 11 Sec. 1-28
- articles: include amended and restated articles of incorporation and articles of merger. See
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Corporation: means public benefit and mutual benefit corporation. See
- Domestic: when applied to a corporation, company, association, or copartnership shall mean organized under the laws of this State; "foreign" when so applied, shall mean organized under the laws of another state, government, or country. See
- Domestic corporation: means a corporation. See
- Evidence: Information presented in testimony or in documents that is used to persuade the fact finder (judge or jury) to decide the case for one side or the other.
- Fees: shall mean earnings due for official services, aside from salaries or per diem compensation. See
- Foreign corporation: means a corporation organized under a law other than the law of this State which would be a nonprofit corporation if formed under the laws of this State. See
- Person: includes any individual or entity. See
- Secretary: means the corporate officer to whom the board of directors has delegated responsibility under subsection 8. See
- State: when applied to the different parts of the United States may apply to the District of Columbia and any territory and the Commonwealth of Puerto Rico. See
§ 1.28. Certificate of good standing
(a) Any person may apply to the Secretary of State to furnish a certificate of good standing for a domestic or foreign corporation.
(b) The certificate of good standing sets forth:
(1) the domestic corporation‘s corporate name or the foreign corporation‘s corporate name used in this State;
(2) that:
(A) the domestic corporation is duly incorporated under the law of this State, the date of its incorporation, and the period of its duration if less than perpetual; or
(B) the foreign corporation is authorized to transact business in this State;
(3) that all fees and penalties owed to this State under section 1.22 of this title have been paid if:
(A) payment is reflected in the records of the Secretary of State; and
(B) nonpayment affects the good standing of the domestic or foreign corporation;
(4) that its most recent biennial report required by section 16.22 of this title has been delivered to the Secretary of State; and
(5) that articles of dissolution have not been filed.
(c) Subject to any qualification stated in the certificate, a certificate of good standing issued by the Secretary of State may be relied upon as conclusive evidence that the domestic or foreign corporation is in existence or is authorized to transact business in this State.
(d) Subject to any qualification stated in the certificate, a certificate of good standing issued by the Secretary of State may be taken as prima facie evidence of the facts stated therein. (Added 1995, No. 179 (Adj. Sess.), § 1, eff. Jan. 1, 1997.)
Vermont Statutes Title 11 Sec. 1-28
Terms Used In Vermont Statutes Title 11 Sec. 1-28
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Domestic: when applied to a corporation, company, association, or copartnership shall mean organized under the laws of this State; "foreign" when so applied, shall mean organized under the laws of another state, government, or country. See
- domestic corporation: means a corporation for profit, which is not a foreign corporation, incorporated under or subject to the provisions of this title. See
- Evidence: Information presented in testimony or in documents that is used to persuade the fact finder (judge or jury) to decide the case for one side or the other.
- Fees: shall mean earnings due for official services, aside from salaries or per diem compensation. See
- Foreign corporation: means a corporation for profit incorporated under a law other than the law of this State. See
- Secretary: means the corporate officer to whom the board of directors has delegated responsibility under subsection 8. See
- State: when applied to the different parts of the United States may apply to the District of Columbia and any territory and the Commonwealth of Puerto Rico. See
§ 1.28. Certificate of good standing
(a) Anyone may apply to the Secretary of State to furnish a certificate of good standing for a domestic corporation or a certificate of authorization for a foreign corporation.
(b) A certificate of good standing or authorization sets forth:
(1) the domestic corporation‘s corporate name or the foreign corporation’s corporate name used in this State;
(2) that:
(A) the domestic corporation is duly incorporated under the law of this state, the date of its incorporation, and the period of its duration if less than perpetual; or
(B) the foreign corporation is authorized to transact business in this State;
(3) that all fees and penalties owed to this state under section 1.22 of this title have been paid if:
(A) payment is reflected in the records of the Secretary of State; and
(B) nonpayment affects the existence or authorization of the domestic or foreign corporations;
(4) that its most recent annual report required by section 16.22 of this title has been delivered to the Secretary of State;
(5) that articles of dissolution have not been filed; and
(6) other facts of records in the office of the Secretary of State that may be requested by the applicant.
(c) Subject to any qualification stated in the certificate, a certificate of good standing or authorization issued by the Secretary of State may be relied upon as conclusive evidence that the domestic or foreign corporation is in existence or is authorized to transact business in this State. (Added 1993, No. 85, § 2, eff. Jan. 1, 1994.)