{"data":{"id":"us-vt/11-v.s.a.-4156","jurisdiction":"us-vt","citation":"11 V.S.A. § 4156","heading":"Restrictions on approval of mergers, conversions, and domestications","body":"(a) If a member of a constituent, converting, or domesticating limited liability company will have personal liability with respect to a surviving, converted, or domesticated organization, approval or amendment of a plan of merger, conversion, or domestication is ineffective without the consent of the member, unless:\n(1) the company’s operating agreement provides for approval of a merger, conversion, or domestication with the consent of fewer than all the members; and\n(2) the member has consented to the provision of the operating agreement.\n(b) A member does not give the consent required by subsection (a) of this section merely by consenting to a provision of the operating agreement that permits the operating agreement to be amended with the consent of fewer than all the members.","path":["Title 11: Corporations, Partnerships and Associations","Chapter 025: Limited Liability Companies","Subchapter 010: CONVERSION, MERGER, AND DOMESTICATION"],"source_url":"https://legislature.vermont.gov/statutes/section/11/025/04156","current_through":"2025 session","vintage":"","retrieved_at":"2026-09-05T16:01:21Z","sha256":"c5f712245a71a9d3bf49a7c5332f68426e6874cc469f1c5f710b7519c22c98ca","source_id":"us-vt","stale":false,"prev":"us-vt/11-v.s.a.-4155","next":"us-vt/11-v.s.a.-4157"},"notice":"GroundRules: Original legal text. Not legal advice."}