13.1-1250.1 - Entity conversion of foreign business trust registered to transact business in Commonwealth. - Virginia Statutes

§ 13.1-1250.1. Entity conversion of foreign business trust registered totransact business in Commonwealth.

A. Whenever a foreign business trust that is registered to transact businessin the Commonwealth converts to another type of entity, the surviving orresulting entity shall, within 30 days after such entity conversion becomeseffective, file with the Commission a copy of the instrument of entityconversion duly authenticated by the Secretary of State or other officialhaving custody of business trust records in the state or other jurisdictionunder whose laws such entity conversion was effected; and

1. If the surviving or resulting entity is not continuing to transactbusiness in the Commonwealth or is not a foreign corporation, limitedliability company, limited partnership, or registered limited liabilitypartnership, then, within 30 days after such entity conversion, it shallcomply on behalf of the predecessor business trust with the provisions of §13.1-1246; or

2. If the surviving or resulting entity is a foreign corporation, limitedliability company, limited partnership, or registered limited liabilitypartnership and is to continue to transact business in the Commonwealth,then, within such 30 days, it shall deliver to the Commission an applicationfor a certificate of authority or registration to transact business in theCommonwealth or, in the case of a foreign registered limited liabilitypartnership, a statement of registration.

B. Upon the entity conversion of a foreign business trust that is registeredto transact business in the Commonwealth, all property in the Commonwealthowned by the foreign business trust shall pass to the surviving or resultingentity except as otherwise provided by the laws of the state or otherjurisdiction by which it is governed, but only from and after the time when aduly authenticated copy of the instrument of entity conversion is filed withthe Commission.

(2004, c. 274.)