{"data":{"id":"us-vt/11b-v.s.a.-3.03","jurisdiction":"us-vt","citation":"11B V.S.A. § 3.03","heading":"Ultra vires","body":"(a) Except as provided in subsection (b) of this section, the validity of corporate action may not be challenged on the ground that the corporation lacks or lacked power to act.\n(b) A corporation’s power to act may be challenged in a proceeding against the corporation to enjoin an act where a third party has not acquired rights. The proceeding may be brought by the Attorney General, a director, or by a member or members in a derivative proceeding.\n(c) A corporation’s power to act may be challenged in a proceeding against an incumbent or former director, officer, employee, or agent of the corporation. The proceeding may be brought by a director, the corporation, directly, derivatively, or through a receiver, a trustee, or other legal representative, or in the case of a public benefit corporation, by the Attorney General.","path":["Title 11B: Nonprofit Corporations","Chapter 003: Purposes and Powers"],"source_url":"https://legislature.vermont.gov/statutes/fullchapter/11B/003","current_through":"2025 session","vintage":"","retrieved_at":"2026-09-05T16:13:27Z","sha256":"7714915c331151087515f1e7d6fdffff92250b6b078313da2b41c83774ef5434","source_id":"us-vt","stale":false,"prev":"us-vt/11b-v.s.a.-3.02","next":"us-vt/11b-v.s.a.-4.01"},"notice":"GroundRules: Original legal text. Not legal advice."}