SEARCH SITE

VIRGINIA LAW PORTAL

SEARCHABLE DATABASES

ACROSS SESSIONS

Developed and maintained by the Division of Legislative Automated Systems.

2006 SESSION

  • | print version

HB 887 Mergers and reinstatements; provides exceptions to requirements therefor.

Introduced by: Terry G. Kilgore | all patrons    ...    notes | add to my profiles

SUMMARY AS PASSED HOUSE: (all summaries)

Mergers and reinstatements of corporations.  Provides exceptions to the requirements for (i) the filing of an authenticated copy of an instrument of merger on behalf of a qualified foreign corporation when the merger includes a Virginia entity for which articles of merger are filed and (ii) the approval of a merger by the shareholders of a survivor whose shares do not vary by more than 20%. These exceptions were removed in 2005.  A corporation shall not be deemed to be in good standing if, among other criteria, an order of reinstatement prohibiting a domestic corporation from engaging in business until it changes its corporate name is issued and in effect.  Other provisions clarify that the term “articles of incorporation” includes articles of consolidation, serial designation, reduction, and correction; provide that a certificate of good standing will not be issued to a reinstated Virginia corporation that is required to change its name before transacting business; and make several technical amendments.


FULL TEXT

HISTORY