Virginia Code 13.1-1099.15: Restrictions on entity transaction involving a series limited liability company or a foreign series limited liability company.
Current as of: 2024 | Check for updates
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A. A series limited liability company may not:
Terms Used In Virginia Code 13.1-1099.15
- Entity: includes any domestic or foreign limited liability company, any domestic or foreign other business entity, any estate or trust, and any state, the United States, and any foreign government. See Virginia Code 13.1-1002
- Foreign limited liability company: means an entity, excluding a foreign business trust, that is an unincorporated organization that is organized under laws other than the laws of the Commonwealth and that is denominated by that law as a limited liability company, and that affords to each of its members, pursuant to the laws under which it is organized, limited liability with respect to the liabilities of the entity. See Virginia Code 13.1-1002
- Foreign series limited liability company: means a foreign limited liability company having at least one foreign protected series. See Virginia Code 13.1-1002
- Surviving company: means a merging company that is the survivor of a merger under § Virginia Code 13.1-1088
1. Convert to a different type of entity;
2. Domesticate as a foreign limited liability company pursuant to the provisions of Article 14 (§ 13.1-1074 et seq.); or
3. Except as otherwise provided in § 13.1-1099.16, be a party to or the surviving company of a merger.
B. A foreign series limited liability company may not domesticate as a Virginia limited liability company pursuant to the provisions of Article 14 (§ 13.1-1074 et seq.).
2019, c. 636.