§ 10.02. Amendment by board of directors
Unless the articles of incorporation provide otherwise, a corporation’s board of directors may adopt one or more amendments to the corporation’s articles of incorporation without shareholder action:
(1) to extend the duration of the corporation if it was incorporated at a time when limited duration was required by law;
(2) to delete the names and addresses of the initial directors;
(3) to delete the name and address of the initial registered agent or registered office, if a statement of change is on file with the Secretary of State;
(4) to change each issued and unissued authorized share of an outstanding class into a greater number of whole shares if the corporation has only shares of that class outstanding;
(5) to change the corporate name by substituting the word “corporation,” “incorporated,” “company,” “limited,” or the abbreviation “corp.,” “inc.,” “co.,” or “ltd.,” for a similar word or abbreviation in the name, or by adding, deleting, or changing a geographical attribution for the name; or
(6) to make any other change expressly permitted by this title to be made without shareholder action. (Added 1993, No. 85, § 2, eff. Jan. 1, 1994.)
Structure Vermont Statutes
Title 11A - Vermont Business Corporations
Chapter 10 - Amendment of Articles of Incorporation and Bylaws
§ 10.02. Amendment by board of directors
§ 10.03. Amendment proposed by board of directors to the shareholders
§ 10.04. Voting on amendments by voting group
§ 10.05. Amendment before issuance of shares
§ 10.06. Articles of amendment
§ 10.07. Restated articles of incorporation
§ 10.08. Amendment pursuant to judicial reorganization
§ 10.20. Amendment by board of directors or shareholders
§ 10.21. Bylaw increasing quorum or voting requirement for shareholders
§ 10.22. Bylaw increasing quorum or voting requirement for directors