Virginia Code 13.1-1201: Definitions.
As used in this chapter, unless the context requires a different meaning:
Terms Used In Virginia Code 13.1-1201
- Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
- Articles of trust: includes the original articles of trust, the original certificate of trust issued by the Commission, and all amendments to the articles of trust. See Virginia Code 13.1-1201
- Beneficial owner: means any owner of a beneficial interest in a business trust, the fact of ownership to be determined and evidenced, whether by means of registration, the issuance of certificates or otherwise, in conformity to the applicable provisions of the governing instrument of the business trust. See Virginia Code 13.1-1201
- Business trust: includes , without limitation, any of the following entities that conform with subdivisions 1 and 2 of this definition:
(1) A trust of the type known at common law as a "business trust" or "Massachusetts trust";
(2) A trust qualifying as a real estate mortgage investment conduit under § 860 D of the United States Internal Revenue Code of 1986, as amended, or under any successor provision;
(3) A trust qualifying as a real estate investment trust under §§ 856 through 859 of the United States Internal Revenue Code of 1986, as amended, or under any successor provision; or
(4) A "real estate investment trust" or "trust" created under former Chapter 9 of Title 6 or former Chapter 9 of Title 6. See Virginia Code 13.1-1201
- Commission: means the State Corporation Commission of Virginia. See Virginia Code 13.1-1201
- Common law: The legal system that originated in England and is now in use in the United States. It is based on judicial decisions rather than legislative action.
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- domestic business trust: means an unincorporated business, trust, or association that:
1. See Virginia Code 13.1-1201
- Entity: includes any domestic or foreign business trust or other business entity, any estate or trust, and any state, the United States, and any foreign government. See Virginia Code 13.1-1201
- Entity conversion: means conversion. See Virginia Code 13.1-1201
- Foreign business trust: means a trust formed under the law of a jurisdiction other than the Commonwealth that would be a business trust if formed under the law of the Commonwealth. See Virginia Code 13.1-1201
- Governing instrument: means a trust instrument that creates a business trust and provides for the governance of the affairs of the business trust and the conduct of its business, including, without limitation, a declaration of trust. See Virginia Code 13.1-1201
- Includes: means includes, but not limited to. See Virginia Code 1-218
- Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
- Mortgage: The written agreement pledging property to a creditor as collateral for a loan.
- Organic law: means the statute governing the internal affairs of a domestic or foreign business trust or other business entity. See Virginia Code 13.1-1201
- Other business entity: means a domestic or foreign stock corporation, a nonstock corporation, limited liability company, partnership, or limited partnership. See Virginia Code 13.1-1201
- Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
- Person: includes any individual, corporation, partnership, association, cooperative, limited liability company, trust, joint venture, government, political subdivision, or any other legal or commercial entity and any successor, representative, agent, agency, or instrumentality thereof. See Virginia Code 1-230
- real estate: includes lands, tenements and hereditaments, and all rights and appurtenances thereto and interests therein, other than a chattel interest. See Virginia Code 1-219
- State: when applied to a part of the United States, includes any of the 50 states, the District of Columbia, the Commonwealth of Puerto Rico, Guam, the Northern Mariana Islands, and the United States Virgin Islands. See Virginia Code 1-245
- Statute: A law passed by a legislature.
- Trust: includes a common law trust, business trust, and foreign business trust. See Virginia Code 13.1-1201
- Trustee: A person or institution holding and administering property in trust.
- Trustee: means a person appointed as a trustee in accordance with the governing instrument of a business trust. See Virginia Code 13.1-1201
- United States: includes any district, authority, bureau, commission, department, or other agency of the United States. See Virginia Code 13.1-1201
“Articles of trust” means all documents constituting, at any particular time, the articles of trust of a business trust. “Articles of trust” includes the original articles of trust, the original certificate of trust issued by the Commission, and all amendments to the articles of trust. When the articles of trust have been restated pursuant to any articles of amendment, the articles of trust includes only the restated articles of trust and any subsequent amendments to the restated articles of trust, but does not include the articles of amendment accompanying the restated articles of trust. When used with respect to a foreign business trust, the “articles of trust” of such entity means the document that is equivalent to the articles of trust of a domestic business trust.
“Beneficial owner” means any owner of a beneficial interest in a business trust, the fact of ownership to be determined and evidenced, whether by means of registration, the issuance of certificates or otherwise, in conformity to the applicable provisions of the governing instrument of the business trust.
“Business trust” or “domestic business trust” means an unincorporated business, trust, or association that:
1. Is governed by a governing instrument under which:
a. Property is or will be held, managed, administered, controlled, invested, reinvested, or operated by a trustee for the benefit of persons as are or may become entitled to a beneficial interest in the trust property; or
b. Business or professional activities for profit are carried on or will be carried on by one or more trustees for the benefit of persons as are or may become entitled to a beneficial interest in the trust property; and
2. Files articles of trust under § 13.1-1212.
“Business trust” includes, without limitation, any of the following entities that conform with subdivisions 1 and 2 of this definition:
(1) A trust of the type known at common law as a “business trust” or “Massachusetts trust”;
(2) A trust qualifying as a real estate mortgage investment conduit under § 860 D of the United States Internal Revenue Code of 1986, as amended, or under any successor provision;
(3) A trust qualifying as a real estate investment trust under §§ 856 through 859 of the United States Internal Revenue Code of 1986, as amended, or under any successor provision; or
(4) A “real estate investment trust” or “trust” created under former Chapter 9 of Title 6 or former Chapter 9 of Title 6.1.
“Commission” means the State Corporation Commission of Virginia.
“Domestic,” with respect to an entity, means an entity governed as to its internal affairs by the organic law of the Commonwealth.
“Domestic corporation” has the same meaning as specified in § 13.1-603.
“Domestic limited partnership” has the same meaning as specified in § 50-73.1.
“Domestic nonstock corporation” has the same meaning as “domestic corporation” as specified in § 13.1-803.
“Domestic partnership” means an association of two or more persons to carry on as co-owners a business for profit formed under § 50-73.88, or predecessor law of the Commonwealth, and includes, for all purposes of the laws of the Commonwealth, a registered limited liability partnership.
“Domestic stock corporation” has the same meaning as “domestic corporation” as specified in § 13.1-603.
“Effective date,” when referring to a document for which effectiveness is contingent upon issuance of a certificate by the Commission, means the time and date determined in accordance with § 13.1-1203.
“Entity” includes any domestic or foreign business trust or other business entity, any estate or trust, and any state, the United States, and any foreign government.
“Entity conversion” means conversion. A certificate of entity conversion is the same as a certificate of conversion.
“Foreign” with respect to an entity, means an entity governed as to its internal affairs by the organic law of a jurisdiction other than the Commonwealth.
“Foreign business trust” means a trust formed under the law of a jurisdiction other than the Commonwealth that would be a business trust if formed under the law of the Commonwealth.
“Foreign limited liability company” has the same meaning as specified in § 13.1-1002.
“Foreign limited partnership” has the same meaning as specified in § 50-73.1.
“Foreign nonstock corporation” has the same meaning as “foreign corporation” as specified in § 13.1-803.
“Governing instrument” means a trust instrument that creates a business trust and provides for the governance of the affairs of the business trust and the conduct of its business, including, without limitation, a declaration of trust.
“Jurisdiction of formation” means the state or country the law of which includes the organic law governing a domestic or foreign business trust or other business entity.
“Organic law” means the statute governing the internal affairs of a domestic or foreign business trust or other business entity.
“Other business entity” means a domestic or foreign stock corporation, a nonstock corporation, limited liability company, partnership, or limited partnership.
“Person” has the same meaning as specified in § 13.1-603.
“Protected series” has the same meaning as specified in § 13.1-1002.
“Registered limited liability partnership” has the same meaning as specified in § 50-73.79.
“State,” when referring to a part of the United States, includes a state and commonwealth, and their agencies and governmental subdivisions; and a territory and insular possession, and their agencies and governmental subdivisions, of the United States.
“Trust” includes a common law trust, business trust, and foreign business trust.
“Trust surrender” has the same meaning as specified in § 13.1-1264. A certificate of trust surrender is the same as a certificate of domestication.
“Trustee” means a person appointed as a trustee in accordance with the governing instrument of a business trust. “Trustee” may include a beneficial owner of a business trust.
“United States” includes any district, authority, bureau, commission, department, or other agency of the United States.