13.1-777 - Institution of proceeding to determine shareholders. - Virginia Statutes

§ 13.1-777. Institution of proceeding to determine shareholders.

A. Whenever the records of a corporation are such that its board of directorsdetermines that there are entities that appear to be lost shareholders whomay or may not be entitled to the shares of stock shown by its records orthat there may be asserted shareholders, the board of directors may, by asuit in equity brought in the circuit court of the city or county in whichits registered office is located, begin a proceeding for a determination ofthe identity of its proper shareholders.

B. Each lost shareholder shall be named a party defendant. Assertedshareholders shall be joined as defendants as persons unknown. Service shallbe effected by order of publication pursuant to § 8.01-316. The Commonwealthshall be named a party defendant and service shall be effected on theAttorney General.

C. The court shall hear all evidence that shall be available as to theidentity of lost shareholders and asserted shareholders and whether or notthey are entitled to own shares of stock of the corporation.

D. The court, on the basis of such evidence, shall determine, to the best ofits ability, the identity of the lost shareholders and asserted shareholdersof the corporation. Such determination shall be final, subject to appeal tothe Supreme Court of Virginia.

E. The court, in its final decree, shall declare that the shares owned bylost shareholders or asserted shareholders and any dividends declared thereonand unpaid shall be the property of the Commonwealth in accordance with §55-210.6:1 of the Code of Virginia.

(Code 1950, §§ 13.1-157 to 13.1-161; 1979, c. 90; 1985, c. 522.)