13.1-656 - Court-ordered meeting. - Virginia Statutes

§ 13.1-656. Court-ordered meeting.

A. The circuit court of the city or county where a corporation's principaloffice is located or, if none in the Commonwealth, where its registeredoffice is located, may, after notice to the corporation, order a meeting ofshareholders to be held:

1. On petition of any shareholder of the corporation entitled to participatein an annual meeting if an annual meeting was not held or action by writtenconsent in lieu thereof did not become effective within 15 months after itslast annual meeting or, if there has been no annual meeting, the date of itsincorporation; or

2. On petition of a shareholder who signed a demand for a special meetingthat satisfies the requirements of § 13.1-655 if:

a. Notice of the special meeting was not given within 30 days after the datethe demand was delivered to the corporation's secretary; or

b. The special meeting was not held in accordance with the notice.

B. The court may fix the time and place of the meeting, determine the sharesentitled to participate in the meeting, specify a record date or dates fordetermining shareholders entitled to notice of and to vote at the meeting,prescribe the form and content of the meeting notice, and enter other ordersnecessary to accomplish the purpose or purposes of the meeting.

(1985, c. 522; 2005, c. 765; 2007, c. 165; 2010, c. 782.)