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Vermont Statutes Title 11 Sec. 14-20

Terms Used In Vermont Statutes Title 11 Sec. 14-20

  • 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
  • Fees: shall mean earnings due for official services, aside from salaries or per diem compensation. See
  • Proceeding: includes civil suit and criminal, administrative, and investigatory action. 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

§ 14.20. Involuntary termination

The Secretary of State may commence a proceeding under section 14.21 of this title to administratively dissolve a corporation if:

(1) the corporation does not pay within 60 days after they are due fees imposed by this title;

(2) the corporation does not deliver its biennial report to the Secretary of State within 60 days after it is due;

(3) the corporation is without a registered agent or registered office in this State for 60 days or more; or

(4) the corporation does not notify the Secretary of State within 120 days that its registered agent or registered office has been changed, that its registered agent has resigned, or that its registered office has been discontinued. (Added 1995, No. 179 (Adj. Sess.), § 1, eff. Jan. 1, 1997.)

Vermont Statutes Title 11 Sec. 14-20

Terms Used In Vermont Statutes Title 11 Sec. 14-20

  • Articles of incorporation: include amended and restated articles of incorporation, articles of merger, and special charters. 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.
  • 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
  • Foreign corporation: means a corporation for profit incorporated under a law other than the law of this State. See
  • Proceeding: includes civil suit and criminal, administrative, and investigatory action. 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

§ 14.20. Involuntary termination

(a) A corporation, which fails to file an annual report required by section 16.22 of this title, shall terminate and the Secretary of State shall notify such corporation of such termination. If, however, such terminated corporation shall file such annual report together with any fee required by law, its charter shall be reinstated by the Secretary of State.

(b) When the reinstatement is effective, reinstatement shall relate back to and take effect as of the date of the corporation’s termination under subsection (a) of this section as if the termination had never occurred.

(c) A corporation shall lose the right to retain its corporate name if the annual report required under subsection (a) of this section is not filed on or before five years after the date when the report is due, and if another domestic or foreign corporation files articles of incorporation requesting the name of the corporation.

(d) Involuntary termination of a corporation does not:

(1) prevent commencement of a proceeding against the corporation in its corporate name;

(2) abate or suspend a proceeding pending by or against the corporation on the effective date of involuntary termination; or

(3) terminate the authority of the registered agent of the corporation. (Added 1993, No. 85, § 2, eff. Jan. 1, 1994.)