13.1-722.6 - Effect of domestication. - Virginia Statutes

§ 13.1-722.6. Effect of domestication.

A. When a foreign corporation's certificate of domestication in thisCommonwealth becomes effective, with respect to that corporation:

1. The title to all real estate and other property remains in the corporationwithout reversion or impairment;

2. The liabilities remain the liabilities of the corporation;

3. A proceeding pending may be continued by or against the corporation as ifthe domestication did not occur;

4. The articles of incorporation attached to the articles of domesticationconstitute the articles of incorporation of the corporation; and

5. The corporation is deemed to:

a. Be incorporated under the laws of this Commonwealth for all purposes;

b. Be the same corporation as the corporation that existed under the laws ofthe jurisdiction or jurisdictions in which it was originally incorporated orformerly domiciled; and

c. Have been incorporated on the date it was originally incorporated ororganized.

B. Any shareholder of a foreign corporation that domesticates into thisCommonwealth who, prior to the domestication, was liable for the liabilitiesor obligations of the corporation is not released from those liabilities orobligations by reason of the domestication.

(2001, c. 545; 2002, c. 1.)