{"data":{"id":"us-vt/11b-v.s.a.-14.30","jurisdiction":"us-vt","citation":"11B V.S.A. § 14.30","heading":"Grounds for judicial dissolution","body":"(a) The Superior Court may dissolve a corporation:\n(1) in a proceeding by the Attorney General if it is established that:\n(A) the corporation obtained its articles of incorporation through fraud;\n(B) the corporation has continued to exceed or abuse the authority conferred upon it by law;\n(C) the corporation is a public benefit corporation and the corporate assets are being misapplied or wasted; or\n(D) the corporation is a public benefit corporation and is no longer able to carry out its purposes;\n(2) in a proceeding by 50 members or members holding five percent of the voting power, whichever is less, or by a director or any person specified in the articles, if it is established that:\n(A) the directors are deadlocked in the management of the corporate affairs, and the members, if any, are unable to breach the deadlock;\n(B) the directors or those in control of the corporation have acted, are acting or will act in a manner that is illegal, oppressive, or fraudulent;\n(C) the members are deadlocked in voting power and have failed, for a period that includes at least two consecutive annual meeting dates, to elect successors to directors whose terms have, or would otherwise have, expired;\n(D) the corporate assets are being misapplied or wasted; or\n(E) the corporation is a public benefit corporation and is no longer able to carry out its purposes;\n(3) in a proceeding by a creditor if it is established that:\n(A) the creditor’s claim has been reduced to judgment, the execution on the judgment returned unsatisfied and the corporation is insolvent; or\n(B) the corporation has admitted in writing that the creditor’s claim is due and owing and the corporation is insolvent; or\n(4) in a proceeding by the corporation to have its voluntary dissolution continued under court supervision.\n(b) Prior to dissolving a corporation, the court shall consider whether:\n(1) there are reasonable alternatives to dissolution;\n(2) dissolution is in the public interest, if the corporation is a public benefit corporation;\n(3) dissolution is the best way of protecting the interests of members, if the corporation is a mutual benefit corporation.","path":["Title 11B: Nonprofit Corporations","Chapter 014: Dissolution","Subchapter 003: JUDICIAL DISSOLUTION"],"source_url":"https://legislature.vermont.gov/statutes/fullchapter/11B/014","current_through":"2025 session","vintage":"","retrieved_at":"2026-09-05T16:18:27Z","sha256":"9525edc1a452dd95caeedf5b66453cdf5ae53ba6fd0cad2eb78c00dbfcfbb1f5","source_id":"us-vt","stale":false,"prev":"us-vt/11b-v.s.a.-14.23","next":"us-vt/11b-v.s.a.-14.31"},"notice":"GroundRules: Original legal text. Not legal advice."}