While no one likes to be the one who accepts lawsuit papers, it is important to remember that the registered agent is acting on behalf of the corporation, and in accepting the papers the registered agent is not being sued personally. Any Vermont resident or any legally registered corporation in Vermont may be designated as a registered agent. The agent does not have to be a member or director of the corporation. Each agent maintains a registered office within the state, but that office need not be the principal place of business of the nonprofit corporation. A registered agent may resign at any time by giving written notice to the Corporations Division.
Every nonprofit corporation needs bylaws.
The basic rule regarding bylaws is that they cannot conflict with Title 11B or the nonprofit corporation's articles of incorporation. Except for this basic rule, there is wide latitude as to what can be in the bylaws. The bylaws are adopted at the first meeting of the nonprofit corporation's board of directors. The bylaws set forth a wide range of details that relate to the nonprofit corporation's governance and operation. Model bylaws are posted on our web site and are available upon request from the Corporations Division to use as a guide.