13.1-1011.1 - Articles of correction. - Virginia Statutes

§ 13.1-1011.1. Articles of correction.

A. A limited liability company may correct its articles of organization atany time to correct a name or address specified in the articles oforganization that was inadvertently or improperly set forth.

B. For a correction to the articles of organization of a limited liabilitycompany to be adopted, the correction shall be adopted by a majority vote ofthe managers, provided that if the limited liability company has been formedwithout any managers and no managers have been appointed, the correction maybe adopted by a majority vote of the members entitled to vote thereon, unlessthe articles of organization require a greater vote, provided that if thelimited liability company has been formed without any managers or members andno members have been admitted, a correction may be adopted by a majority voteof the organizers of the limited liability company.

C. To correct its articles of organization, a limited liability company shallfile with the Commission articles of correction setting forth:

1. The name of the limited liability company;

2. The text of each correction;

3. A statement of the nature of the error necessitating each correction; and

4. A statement of the manner in which the correction was adopted.

If the Commission finds that the articles of correction comply with therequirements of law and that all required fees have been paid, it shall issuea certificate of correction.

(1998, c. 432; 2003, c. 379; 2006, c. 748.)