Beginning July 1, 2016 these changes to Virginia Corporate Legislation may effect your business:
2016 Virginia House Bill 955
· Restructures the Virginia Limited Liability Company Act by amending and relocating provisions regarding the conversion of domestic LLCs into domestic corporations or business trusts into a new article (Title 13.1. Corporations, Chapter 12, Article 15) of the Virginia Code. Provisions regarding the conversion of domestic partnerships and limited partnerships into LLCs have also been amended and relocated to new Article 15.
· Makes changes to the required contents of Articles of Entity Conversion for domestic corporations, LLCs, partnerships, limited partnerships, and business trusts.
· Adds a provision requiring foreign LLCs to file an amendment to abandon or change a designated name adopted for use in the Commonwealth due to their name not satisfying Virginia’s usual LLC name requirements.
· Requires foreign LLCs registered in Virginia to include a statement in any application for cancellation that either they have filed all required returns and paid all related state taxes, or that no such returns are required to be filed or taxes paid.
· Makes changes to provisions relating to mergers of domestic LLCs with foreign LLCs and other business entities, including changes to the required contents of Articles of Merger and the rules related to abandoning a merger.
· Makes changes to provisions relating to domestication of a foreign LLC, including changes to the required contents of Articles of Domestication and the rules related to abandoning domestication.
· Revises provisions relating to business trusts and conversions.
Contact your CLASCORP™ representative for further information at 800-737-8012 or firstname.lastname@example.org.