In a derivative action, the plaintiff shall be a member at the time of bringing the action and (i) shall have been a member at the time of the transaction of which he or it complains or (ii) his or its status as a member shall have devolved upon him or it by operation of law or pursuant to the terms of the articles of organization or an operating agreement from a person who was a member at the time of the transaction.

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Terms Used In Virginia Code 13.1-1043

  • Articles of organization: means all documents constituting, at any particular time, the articles of organization of a limited liability company. See Virginia Code 13.1-1002
  • Member: means a person that has been admitted to membership in a limited liability company as provided in § Virginia Code 13.1-1002
  • Operating agreement: means an agreement of the members as to the affairs of a limited liability company and the conduct of its business, or a writing or agreement of a limited liability company with one member that satisfies the requirements of subdivision A 2 of § Virginia Code 13.1-1002
  • Person: includes a protected series. See Virginia Code 13.1-1002
  • Plaintiff: The person who files the complaint in a civil lawsuit.

1991, c. 168.