§ 15.01.

219 words·~1 min read·/vt/15-01-2

A research copy — for the controlling text, always check the official state or federal source. Not legal advice.

§ 15.01. Authority to transact business required

(a)A foreign corporation may not transact business in this State until it obtains a certificate of authority from the Secretary of State.

(b)The following activities, among others, do not constitute transacting business within the meaning of subsection

(a)of this section:

(1)maintaining, defending, or settling any proceeding;

(2)holding meetings of the board of directors or members or carrying on other activities concerning internal corporate affairs;

(3)maintaining bank accounts;

(4)maintaining offices or agencies for the transfer, exchange, and registration of memberships or securities or maintaining trustees or depositaries with respect to those securities;

(5)selling through independent contractors;

(6)soliciting or obtaining orders, whether by mail or through employees or agents or otherwise, if the orders require acceptance outside this State before they become contracts;

(7)creating or acquiring indebtedness, mortgages, and security interests in real or personal property;

(8)securing or collecting debts or enforcing mortgages and security interests in property securing the debts;

(9)owning, without more, real or personal property;

(10)conducting an isolated transaction that is completed within 30 days and that is not one in the course of repeated transactions of a like nature;

(11)transacting business in interstate commerce. (Added 1995, No. 179 (Adj. Sess.), § 1, eff. Jan. 1, 1997.)