§ 11.04. Approval of conversion
Subject to section 11.17 of this title and any contractual rights, a converting organization shall approve a plan of conversion as follows:
(1) a domestic corporation shall approve a plan of conversion in accordance with the procedures for approving a merger under section 11.10 of this title;
(2) any other organization shall approve a plan of conversion in accordance with its governing statute and its organizational documents; provided:
(A) if its organizational documents do not address the manner for approving a conversion, then a plan of conversion shall be approved by the same vote required under the organizational documents for a merger; and
(B) if its organizational documents do not provide for approval of a merger, then by the approval of the number or percentage of interest holders required to approve a merger under the governing statute. (Added 1993, No. 85, § 2, eff. Jan. 1, 1994; amended 2015, No. 157 (Adj. Sess.), § E.1, eff. July 1, 2017.)
Structure Vermont Statutes
Title 11A - Vermont Business Corporations
Chapter 11 - Conversion, Merger, Share Exchange, and Domestication
§ 11.02. Conversion authorized
§ 11.04. Approval of conversion
§ 11.05. Amendment or abandonment of plan of conversion
§ 11.06. Statement of conversion; effective date of conversion
§ 11.08. Merger authorized; plan of merger
§ 11.09. Share exchange authorized; plan of share exchange
§ 11.10. Approval of plan of merger or share exchange
§ 11.11. Filing required for merger or share exchange; effective date
§ 11.12. Effect of merger or share exchange
§ 11.13. Domestication authorized
§ 11.14. Action on plan of domestication
§ 11.15. Filing required for domestication; effective date
§ 11.16. Effect of domestication
§ 11.17. Restriction on approval of conversion, merger, and domestication