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§ 13.1-1074. Definitions

As used in this article, unless the context requires a different meaning: “Domesticated limited liability company” means the domesticating limited liability company as it continues in existence after a domestication. “Domesticating limited liability company” means the domestic limited liability company that approves a plan of domestication pursuant to § 13.1-1075 or the foreign limited liability […]

§ 13.1-1075. Domestication

A. A foreign limited liability company may become a domestic limited liability company if the laws of the jurisdiction in which the foreign limited liability company is organized authorize it to domesticate in another jurisdiction. The laws of the Commonwealth shall govern the effect of domesticating in the Commonwealth pursuant to this article. B. A […]

§ 13.1-1076. Action on plan of domestication by a domestic limited liability company

In the case of a domestic limited liability company, unless the articles of organization or a written operating agreement of the limited liability company provides otherwise, the members of the limited liability company shall approve the plan of domestication in the manner provided in the limited liability company’s operating agreement for amendments to the operating […]

§ 13.1-1077. Articles of domestication

A. After the domestication of a foreign limited liability company to a domestic limited liability company is approved in the manner required by the laws of the jurisdiction in which the limited liability company is organized, the limited liability company shall deliver to the Commission for filing articles of domestication setting forth: 1. The name […]

§ 13.1-1078. Surrender of articles of organization upon domestication

A. Whenever a domestic limited liability company has approved, in the manner required by this article, a plan of domestication providing for the limited liability company to be domesticated under the laws of another jurisdiction, the limited liability company shall deliver to the Commission for filing articles of organization surrender setting forth: 1. The name […]

§ 13.1-1079. Effect of domestication

A. When a foreign limited liability company’s certificate of domestication in this Commonwealth becomes effective, with respect to that limited liability company: 1. The title to all real estate and other property remains in the limited liability company without reversion or impairment; 2. The liabilities remain the liabilities of the limited liability company; 3. A […]

§ 13.1-1080. Abandonment of domestication

A. Unless otherwise provided in the plan of domestication, after a plan of domestication has been approved by a domestic limited liability company as required by this article, and at any time before the certificate of organization surrender has become effective, the plan may be abandoned by the limited liability company without action by its […]