13.1-1266 - Plan of domestication. - Virginia Statutes

§ 13.1-1266. Plan of domestication.

A. The domesticating foreign entity shall adopt a plan of domesticationsetting forth:

1. A statement of the jurisdiction in which the domestic business trust orforeign entity is to be domesticated;

2. The terms and conditions of the domestication, provided, however, thatsuch terms and conditions may not alter the ownership proportion or therelative rights, preferences and limitations of the interests of thebeneficial owners except to the extent required to conform to therequirements of this chapter; and

3. For a foreign entity that is a converting entity, as an attachmentincorporated by reference, the full text of the articles of trust of thedomestic business trust as it will be in effect immediately afterconsummation of the conversion.

B. The plan of domestication may include:

1. Subject to the provisions of subsection A, amendments to the articles oftrust of the business trust following its domestication or a restatement ofthe articles of trust; and

2. Any other provision relating to the domestication.

C. The plan of domestication may also include a provision that the managementof the converting entity may amend the plan at any time prior to issuance ofthe certificate of domestication or such other document required by the lawsof the other jurisdiction to consummate the domestication. An amendment madesubsequent to the submission of the plan to the beneficial owners of theforeign entity, if required, shall not alter or change any of the terms orconditions of the plan if the change would adversely affect the interests ofthe beneficial owners.

(2002, c. 621.)