§ 10.20. Amendment by board of directors or shareholders
(a) A corporation’s board of directors may amend or repeal the corporation’s bylaws unless:
(1) the articles of incorporation or this title reserve this power exclusively to the shareholders in whole or in part; or
(2) the shareholders in amending or repealing a particular bylaw provide expressly that the board of directors may not amend or repeal that bylaw.
(b) A corporation’s shareholders may amend or repeal the corporation’s bylaws even though the bylaws may also be amended or repealed by its board of directors. (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