§ 10.22. Bylaw increasing quorum or voting requirement for directors
(a) A bylaw that fixes a greater quorum or voting requirement for the board of directors may be amended or repealed:
(1) if originally adopted by the shareholders, only by the shareholders;
(2) if originally adopted by the board of directors, either by the shareholders or by the board of directors.
(b) A bylaw adopted or amended by the shareholders that fixes a greater quorum or voting requirement for the board of directors may provide that it may be amended or repealed only by a specified vote of either the shareholders or the board of directors.
(c) Action by the board of directors under subdivision (a)(2) of this section to adopt or amend a bylaw that changes the quorum or voting requirement for the board of directors must meet the same quorum requirement and be adopted by the same vote required to take action under the quorum and voting requirement then in effect or proposed to be adopted, whichever is greater. (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