13.1-1268 - Articles of domestication. - Virginia Statutes

§ 13.1-1268. Articles of domestication.

A. After the domestication of a foreign entity is approved in the mannerrequired by the laws of the jurisdiction in which the foreign entity isformed, the foreign entity shall file with the Commission articles ofdomestication setting forth:

1. The name of the foreign entity immediately prior to the filing of thearticles of domestication and, if that name is unavailable for use in thisCommonwealth or the foreign entity desires to change its name in connectionwith the domestication, a name that satisfies the requirements of § 13.1-1214;

2. The plan of domestication, including as an attachment to the plan, thefull text of the articles of trust of the surviving entity that comply withthe requirements of § 13.1-1212 as they will be in effect immediately afterconsummation of the domestication;

3. The original jurisdiction, entity type and date of formation of theforeign entity, and each subsequent jurisdiction, entity type and date theforeign entity was domesticated in each such jurisdiction or converted to anew entity type, if any, prior to the filing of the articles ofdomestication; and

4. A statement that the domestication is permitted by the laws of thejurisdiction in which the business trust is formed and that the businesstrust has complied with those laws in effecting the domestication.

B. If the Commission finds that the articles of domestication comply with therequirements of law and that all required fees have been paid, it shall issuea certificate of domestication.

C. The certificate of domestication shall become effective pursuant to §13.1-1203.

D. A foreign entity's existence as a domestic business trust shall begin whenthe certificate of domestication is effective. Upon becoming effective, thecertificate of domestication shall be conclusive evidence that all conditionsprecedent required to be performed by the foreign business trust have beencomplied with and that the business trust has been formed under this chapter.

E. If the foreign business trust is authorized to transact business in thisCommonwealth under Article 9 (§ 13.1-1241 et seq.) of this chapter, itscertificate of authority shall be canceled automatically on the effectivedate of the certificate of domestication issued by the Commission.

(2002, c. 621.)