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Vermont Statutes Title 11 Sec. 2-03

§ 2.03. Incorporation

(a) Unless a delayed effective date is specified, the corporate existence begins when the Secretary of State issues a certificate of incorporation, after finding that the articles of incorporation conform to law, and that all fees imposed under section 1.22 of this title have been paid.

(b) The Secretary of State’s filing of the articles of incorporation is conclusive proof that the incorporators satisfied all conditions precedent to incorporation except in a proceeding by the State to cancel or revoke the incorporation or involuntarily dissolve the corporation.

Terms Used In Vermont Statutes Title 11 Sec. 2-03

  • articles: include amended and restated articles of incorporation and articles of merger. See
  • Class: refers to a group of memberships which have the same rights with respect to voting, dissolution, redemption, and transfer. See
  • 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
  • filing: means filed in the Office of the Secretary of 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

(c) The Secretary of State shall maintain a separate record of the number of corporations that deliver articles of incorporation to the Secretary for filing by electronic transmission. (Added 1995, No. 179 (Adj. Sess.), § 1, eff. Jan. 1, 1997; amended 2009, No. 78 (Adj. Sess.), § 44d, eff. April 15, 2010.)

Vermont Statutes Title 11 Sec. 2-03

§ 2.03. Incorporation

(a) Unless a delayed effective date is specified, the corporate existence begins when the Secretary of State issues a certificate of incorporation, after finding that the articles of incorporation conform to law, and that all fees imposed under section 1.22 of this title have been paid.

(b) The Secretary of State’s filing of the articles of incorporation is conclusive proof that the incorporators satisfied all conditions precedent to incorporation except in a proceeding by the State to cancel or revoke the incorporation or involuntarily dissolve the corporation.

Terms Used In Vermont Statutes Title 11 Sec. 2-03

  • Articles of incorporation: include amended and restated articles of incorporation, articles of merger, and special charters. 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

(c) The Secretary of State shall maintain a separate record of the number of corporations that deliver articles of incorporation to the Secretary for filing by electronic transmission. (Added 1993, No. 85, § 2, eff. Jan. 1, 1994; amended 2009, No. 78 (Adj. Sess.), § 44c, eff. April 15, 2010.)