Virginia Code 13.1-1042: Right of action; standing; condition precedent; stay of proceeding.
A. A member shall not commence or maintain a derivative proceeding unless the member fairly and adequately represents the interests of the limited liability company in enforcing the right of the limited liability company and is a proper plaintiff pursuant to § 13.1-1043.
Terms Used In Virginia Code 13.1-1042
- Complaint: A written statement by the plaintiff stating the wrongs allegedly committed by the defendant.
- Member: means a person that has been admitted to membership in a limited liability company as provided in § Virginia Code 13.1-1002
- Plaintiff: The person who files the complaint in a civil lawsuit.
B. No member may commence a derivative proceeding until:
1. A written demand has been made on the limited liability company to take suitable action; and
2. Ninety days have expired from the date delivery of the demand was made unless (i) the member has been notified before the expiration of 90 days that the demand has been rejected by the limited liability company or (ii) irreparable injury to the limited liability company would result by waiting until the end of the 90-day period.
C. If the limited liability company commences a review and evaluation of the allegations made in the demand or complaint, the court may stay any derivative proceeding for such period as the court deems appropriate.
1991, c. 168; 2011, c. 379.