The Vermont Statutes Online
Corporations, Partnerships and Associations
LIMITED LIABILITY COMPANIES
RELATIONS OF MEMBERS TO EACH OTHER AND TO LIMITED LIABILITY COMPANY
4060. Reimbursement, indemnification, and insurance
member-managed limited liability company shall reimburse a member, and a
manager-managed limited liability company shall reimburse a manager, for
payments made and indemnify the member or manager for liabilities reasonably
incurred by the member or manager in the ordinary and proper conduct of the
activities of the limited liability company or for the preservation of its
activities or property.
(b) A limited
liability company may purchase and maintain insurance on behalf of a member or
manager against liability asserted against or incurred by the member or manager
in that capacity or arising from that status whether or not the operating
agreement is permitted to provide for the member or manager to be indemnified
against the liability.
(c) A limited
liability company shall reimburse a member for an advance to the company beyond
the amount of contribution the member agreed to make.
(d) A payment or
advance that gives rise to an obligation of a limited liability company under
subsections (a) through (c) of this section constitutes a loan to the company,
which accrues interest from the date of the payment or advance.
(e) A member is
not entitled to remuneration for services performed for a limited liability
company even in the capacity as a manager of a manager-managed company, except
for reasonable compensation for services rendered in winding up the activities
of the company. (Added 2015, No. 17, § 2.)