§ 4162. Requirements
§ 4162. Requirements A limited liability company shall be organized for a business purpose that satisfies, and shall at all times be operated to satisfy, each of the following requirements: (1) The company: (A) significantly furthers the accomplishment of one or more charitable or educational purposes within the meaning of 26 U.S.C. § 170(c)(2)(B); and […]
§ 4163. Failure to meet requirements
§ 4163. Failure to meet requirements (a) A limited liability company that elects to be an L3C and subsequently fails to satisfy any one of the requirements set forth in section 4162 of this title shall immediately cease to be a low-profit limited liability company, but by continuing to meet all the other requirements of […]
§ 4172. Election
§ 4172. Election A limited liability company organized pursuant to this title for the purpose of operating a business that utilizes blockchain technology for a material portion of its business activities may elect to be a blockchain-based limited liability company (BBLLC) by: (1) specifying in its articles of organization that it elects to be a […]
§ 4173. Authority; requirements
§ 4173. Authority; requirements Notwithstanding any provision of this chapter to the contrary: (1) A BBLLC may provide for its governance, in whole or in part, through blockchain technology. (2) The operating agreement for a BBLLC shall: (A) provide a summary description of the mission or purpose of the BBLLC; (B) specify whether the decentralized […]
§ 4174. Multiple roles of members and managers
§ 4174. Multiple roles of members and managers (a) A member or manager of a BBLLC may interact with the BBLLC in multiple roles, including as a member, manager, developer, node, miner, or other participant in the BBLLC, or as a trader and holder of the currency in its own account and for the account […]
§ 4175. Consensus formation algorithms and governance processes
§ 4175. Consensus formation algorithms and governance processes In its governance, a BBLLC may: (1) adopt any reasonable algorithmic means for accomplishing the consensus process for validating records, as well as requirements, processes, and procedures for conducting operations, or making organizational decisions on the blockchain technology used by the BBLLC; and (2) in accordance with […]
§ 4176. Scope of subchapter; other law
§ 4176. Scope of subchapter; other law Except as expressly provided otherwise, this subchapter does not exempt a BBLLC from any other judicial, statutory, or regulatory provision of Vermont law or federal law, including State and federal securities laws. Except to the extent inconsistent with the provisions of this subchapter, the provisions of the Vermont […]
§ 4154. Filings required for domestication; effective date
§ 4154. Filings required for domestication; effective date (a) After a plan of domestication is approved, a domesticating company shall deliver to the Secretary of State for filing articles of domestication, which shall include: (1) a statement, as the case may be, that the company has been domesticated from or into another jurisdiction; (2) the […]
§ 4155. Effect of domestication
§ 4155. Effect of domestication (a) When a domestication takes effect: (1) the domesticated company is for all purposes the company that existed before the domestication; (2) all property owned by the domesticating company remains vested in the domesticated company; (3) all debts, obligations, or other liabilities of the domesticating company continue as debts, obligations, […]
§ 4156. Restrictions on approval of mergers, conversions, and domestications
§ 4156. Restrictions on approval of mergers, conversions, and domestications (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, […]