11C V.S.A. § 1401: Governing law

(a) The law of the State or other jurisdiction under which a foreign enterprise is organized governs relations among the members of the foreign enterprise and between the members and the foreign enterprise.

(b) A foreign enterprise may not be denied a certificate of authority because of any difference between the law of the jurisdiction under which the foreign enterprise is organized and the law of this State.

(c) A certificate of authority does not authorize a foreign enterprise to engage in any activity or exercise any power that a mutual benefit enterprise may not engage in or exercise in this State.