13.1-1258 - Approval. - Virginia Statutes

§ 13.1-1258. Approval.

A. Unless otherwise provided in the articles of trust or the governinginstrument of a business trust, a merger shall be approved by each businesstrust that is to merge by the affirmative vote of the trustees and theholders of two-thirds of the outstanding beneficial interests of suchbusiness trust.

B. A merger need be approved only by the trustees of a successor businesstrust if:

1. The merger does not reclassify or change its outstanding beneficialinterests or otherwise amend its articles of trust or governing instrument;and

2. The beneficial interests to be issued or delivered in the merger are notmore than twenty percent of the beneficial interests of the same class orseries outstanding immediately before the merger becomes effective.

C. The merger shall be approved by any other business entity party to themerger in the manner required by the articles of incorporation or charter,declaration of trust, partnership agreement, or other organizational documentof the other business entity and the laws of the jurisdiction where the otherbusiness entity is organized.

(2002, c. 621.)