13.1-1201 - Definitions. - Virginia Statutes

§ 13.1-1201. Definitions.

As used in this chapter:

"Articles of trust" means all documents constituting, at any particulartime, the articles of trust of a business trust. Articles of trust includesthe original articles of trust, the original certificate of trust issued bythe Commission, and all amendments to the articles of trust. When thearticles of trust have been restated pursuant to any articles of amendment,the articles of trust includes only the restated articles of trust and anysubsequent amendments to the restated articles of trust, but does not includethe articles of amendment accompanying the restated articles of trust.

"Beneficial owner" means any owner of a beneficial interest in a businesstrust, the fact of ownership to be determined and evidenced, whether by meansof registration, the issuance of certificates or otherwise, in conformity tothe applicable provisions of the governing instrument of the business trust.

"Business trust" or "domestic business trust" means an unincorporatedbusiness, trust, or association that:

A. Is governed by a governing instrument under which:

1. Property is or will be held, managed, administered, controlled, invested,reinvested, or operated by a trustee for the benefit of persons as are or maybecome entitled to a beneficial interest in the trust property; or

2. Business or professional activities for profit are carried on or will becarried on by one or more trustees for the benefit of persons as are or maybecome entitled to a beneficial interest in the trust property; and

B. Files articles of trust under § 13.1-1212.

C. "Business trust" includes, without limitation, any of the followingentities that conform with subsections A and B 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, orunder any successor provision;

3. A trust qualifying as a real estate investment trust under §§ 856 through859 of the United States Internal Revenue Code of 1986, as amended, or underany successor provision; or

4. A "real estate investment trust" or "trust" created under formerChapter 9 (§ 6-577 et seq.) of Title 6 or former Chapter 9 (§ 6.1-343 etseq.) of Title 6.1.

"Commission" means the State Corporation Commission of Virginia.

"Foreign business trust" means a business trust formed under the laws ofany jurisdiction other than this Commonwealth and denominated as such underthe laws of such state or foreign country or other foreign jurisdiction.

"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.

"Governing instrument" means a trust instrument that creates a businesstrust and provides for the governance of the affairs of the business trustand the conduct of its business, including, without limitation, a declarationof trust.

"Other business entity" means a corporation, a professional corporation, ageneral or limited partnership, a registered limited liability partnership,common law trust, a limited liability company, a professional limitedliability company, or any other unincorporated business. "Other businessentity" shall not include a business trust.

"Person" has the same meaning as specified in § 13.1-603.

"State," when referring to a part of the United States, includes a stateand commonwealth, and their agencies and governmental subdivisions; and aterritory and insular possession, and their agencies and governmentalsubdivisions, of the United States.

"Trustee" means a person appointed as a trustee in accordance with thegoverning instrument of a business trust. "Trustee" may include abeneficial owner of a business trust.

"United States" includes any district, authority, bureau, commission,department, or other agency of the United States.

(2002, c. 621.)