13.1-1238.1 - Automatic cancellation of business trust existence. - Virginia Statutes

§ 13.1-1238.1. Automatic cancellation of business trust existence.

A. If any business trust fails to pay its annual registration fee on orbefore December 31 of the year assessed, its existence shall be automaticallycanceled as of that day.

B. If any business trust whose registered agent has filed with the Commissiona statement of resignation pursuant to § 13.1-1222 fails to file a statementof change pursuant to § 13.1-1221 within 31 days after the date on which thestatement of resignation was filed, the Commission shall mail notice to thebusiness trust of impending cancellation of its existence. If the businesstrust fails to file the statement of change before the last day of the secondmonth immediately following the month in which the impending cancellationnotice was mailed, the existence of the business trust shall be automaticallycanceled as of that day.

C. The properties and affairs of a business trust whose existence has beencanceled pursuant to this section shall pass automatically to its trustees astrustees in liquidation. The trustees shall then proceed to (i) collect theassets of the business trust; (ii) sell, convey, and dispose of such of itsproperties as are not to be distributed in kind to its beneficial owners;(iii) pay, satisfy, and discharge its liabilities and obligations; and (iv)do all other acts required to liquidate its business and affairs. Afterpaying or adequately providing for the payment of all its obligations, theliquidating trustees shall distribute the remainder of its assets, either incash or in kind, among its beneficial owners according to their respectiverights and interests.

D. No beneficial owner, trustee, or other agent of a business trust shallhave any personal obligation for any liabilities of the business trust,whether such liabilities arise in contract, tort, or otherwise, solely byreason of the cancellation of the business trust's existence pursuant to thissection.

(2008, c. 101.)