Sections
§ 2.01. Incorporators
§ 2.02. Articles of incorporation
§ 2.03. Incorporation
§ 2.04. Liability for preincorporation transactions
§ 2.05. Organization of corporation
§ 2.06. Bylaws

Terms Used In Vermont Statutes > Title 11B > Chapter 2 - Incorporation

  • Annuity: A periodic (usually annual) payment of a fixed sum of money for either the life of the recipient or for a fixed number of years. A series of payments under a contract from an insurance company, a trust company, or an individual. Annuity payments are made at regular intervals over a period of more than one full year.
  • articles: include amended and restated articles of incorporation and articles of merger. See
  • Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
  • Attachment: A procedure by which a person's property is seized to pay judgments levied by the court.
  • Bankruptcy: Refers to statutes and judicial proceedings involving persons or businesses that cannot pay their debts and seek the assistance of the court in getting a fresh start. Under the protection of the bankruptcy court, debtors may discharge their debts, perhaps by paying a portion of each debt. Bankruptcy judges preside over these proceedings.
  • board of directors: means the board of directors except that no person or group of persons are the board of directors because of powers delegated to that person or group pursuant to section 8. See
  • Bylaws: means the code or codes of rules (other than the articles) adopted pursuant to this title for the regulation or management of the affairs of the corporation, stored or depicted in any tangible or electronic medium, and irrespective of the name or names by which such rules are designated. See
  • Class: refers to a group of memberships which have the same rights with respect to voting, dissolution, redemption, and transfer. See
  • Contract: A legal written agreement that becomes binding when signed.
  • Corporation: means public benefit and mutual benefit corporation. 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.
  • Damages: Money paid by defendants to successful plaintiffs in civil cases to compensate the plaintiffs for their injuries.
  • Dependent: A person dependent for support upon another.
  • Directors: means individuals, designated in the articles or bylaws or elected by the incorporators, and their successors and individuals elected or appointed by any other name or title to act as members of the board. See
  • Distribution: means the payment of a dividend or any part of the income or profit of a corporation to its members, directors, or officers. 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
  • following: when used by way of reference to a section of the law shall mean the next preceding or following section. See
  • Fraud: Intentional deception resulting in injury to another.
  • Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
  • Meeting: means any structured communications conducted by participants in person or through the use of an electronic or telecommunications medium permitting simultaneous or sequentially structured communications. See
  • Mutual benefit corporation: means a domestic corporation which is required to be a mutual benefit corporation pursuant to section 17. See
  • Person: shall include any natural person, corporation, municipality, the State of Vermont or any department, agency, or subdivision of the State, and any partnership, unincorporated association, or other legal entity. See
  • Precedent: A court decision in an earlier case with facts and law similar to a dispute currently before a court. Precedent will ordinarily govern the decision of a later similar case, unless a party can show that it was wrongly decided or that it differed in some significant way.
  • Proceeding: includes civil suit and criminal, administrative, and investigatory action. See
  • Public benefit corporation: means a domestic corporation which is required to be a public benefit corporation pursuant to section 17. 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
  • Statute: A law passed by a legislature.
  • Tort: A civil wrong or breach of a duty to another person, as outlined by law. A very common tort is negligent operation of a motor vehicle that results in property damage and personal injury in an automobile accident.
  • Writ: A formal written command, issued from the court, requiring the performance of a specific act.