Vermont Statutes Title 8. Banking and Insurance, § 4471. Articles of incorporation, constitution, and laws; amendments

(a) A domestic society may amend its articles of incorporation, constitution, or laws in accordance with the provisions thereof by action of its supreme legislative or governing body at any regular or special meeting of the society or, if its articles of incorporation, constitution, or laws so provide, by referendum. The referendum may be held in accordance with the provisions of its articles of incorporation, constitution, or laws by the vote of the voting members of the society, by the vote of delegates or representatives of voting members, or by the vote of local lodges or branches. No amendment submitted for adoption by referendum may be adopted unless, within six months from the date of its submission, a majority of all of the voting members of the society have signified their consent to the amendment by one of the methods specified in this section.

(b) No amendment to the articles of incorporation, constitution, or laws of any domestic society may take effect unless approved by the Commissioner who shall approve the amendment if the Commissioner finds that it has been duly adopted and is not inconsistent with any requirement of the laws of this State or with the character, objects, and purposes of the society. Unless the Commissioner disapproves an amendment within 60 days after its filing, the amendment shall be considered approved. The approval or disapproval of the Commissioner shall be in writing and mailed to the secretary or corresponding officer of the society at its principal office. If the Commissioner disapproves the amendment, the Commissioner shall state the reasons for the disapproval in the written notice.

(c) Within 90 days from the approval thereof by the Commissioner of Financial Regulation, all amendments, or a synopsis thereof, shall be furnished to all members of the society either by mail or by publication in full in the official organ of the society. The affidavit of any officer of the society or of anyone authorized by it to mail any amendments or synopsis thereof, stating facts which show that they have been duly addressed and mailed, shall be prima facie evidence that the amendments or synopsis thereof, have been furnished the addressee.

(d) Every foreign or alien society authorized to do business in this State shall file with the Commissioner of Financial Regulation a duly certified copy of all amendments of, or additions to, its articles of incorporation, constitution, or laws within 90 days after the enactment of same.

(e) Printed copies of the constitution or laws as amended, certified by the secretary or corresponding officer of the society, shall be prima facie evidence of the legal adoption thereof.