The information required by subsection C. C. The document required by subsection A shall also contain the following information: 1. C. A foreign corporation is not precluded from receiving a certificate of authority to transact business in the Commonwealth because of any difference between the law of the foreign corporation's jurisdiction of formation and the law of the Commonwealth. "Conversion condominium" means a condominium containing structures that before the recording of the declaration were wholly or partially occupied by persons other than those who have contracted for the purchase of condominium units and those who occupy with the consent of such purchasers. Plans shall also be recorded with the declaration. A statement of the amount of reserves recommended in the study and the amount of current cash for replacement reserves. After paying or adequately providing for the payment of all its obligations, the trustees shall distribute the remainder of its assets, either in cash or in kind, among its shareholders according to their respective rights and interests. "[49] The phrase has been construed as affirming that the national government created by the Constitution derives its sovereignty from the people,[50] (whereas "United Colonies" had identified external monarchical sovereignty) as well as confirming that the government under the Constitution was intended to govern and protect "the people" directly, as one society, instead of governing only the states as political units. Children with his wife Infanta Maria Luisa of Spain (also known as Maria Ludovica of Spain): Holy Roman Emperor (r. 179092) of the Habsburg dynasty. C. An electronic signature meeting the requirements of applicable law shall satisfy any requirement for a signature under any condominium instrument or any provision of this chapter. The number and class of shares and the designation of the series, if any, the certificate represents. As used in this definition: 1. 771, 810; 2012, c. 130; 2019, c. 734; 2020, c. 1226. Written notice stating the corporation's position as to the availability of appraisal rights shall be delivered together with the notice to nonconsenting and nonvoting shareholders required by subsections H and I of 13.1-657, may include the materials described in 13.1-734, and shall be accompanied by a copy of this article. Code 1950, 13-206, 13-207, 13.1-39, 13.1-44; 1956, c. 428; 1966, c. 131; 1985, c. 522; 1992, c. 471; 2005, c. 765; 2019, c. 734. The plan of conversion shall include: 1. Any lien that is not so released shall subject the lien creditor to the penalty set forth in subdivision B 1 of 55.1-339. Sess. C. A common element not previously assigned as a limited common element shall be so assigned only pursuant to subdivision A 6 of 55.1-1916. D. If the acquiring person makes no request under subsection A but delivers, no later than 60 days before the intended date of notice of an annual meeting of shareholders, a control share acquisition statement with respect to shares acquired in a control share acquisition, the voting rights to be granted such shares shall be considered by any such annual meeting. This chapter applies to all condominiums and to all horizontal property regimes or condominium projects. D. If the Commission finds that the articles of restatement comply with the requirements of law and that all required fees have been paid, it shall issue a certificate of restatement. The plans shall show the location and dimensions of the vertical boundaries of each unit to the extent that such boundaries lie within or coincide with the boundaries of such structures, and the units or portions of the submitted units so depicted shall bear their identifying numbers. 1974, c. 416, 55-79.67; 1975, c. 415; 2019, c. 712. You must remove the tape if requested by law enforcement. Virginia Stock Corporation Act 13.1-601. To lend money, invest, and reinvest its funds, and receive and hold real and personal property as security for repayment; 9. The right of access to all books and records kept by or on behalf of the unit owners' association according to and subject to the provisions of 55.1-1945, including records of all financial transactions; 2. A copy of the control share acquisition statement delivered pursuant to this article; and. The percentage of ownership of equity interests or ownership or control of power to exercise control shall be calculated as if all outstanding rights to acquire equity interests in the entity had been exercised. B. A voting agreement created under this section is specifically enforceable. He used his skill at choosing collaborators to put a young physician, Vincenzo Chiarugi, at its head. No written consent shall be effective to take the action referred to in such consent unless, within 60 days of the earliest date on which a consent delivered to the corporation's secretary as required by this section was signed, written consents signed by the holders of shares having sufficient votes to take the corporate action have been delivered to the corporation's secretary. ), 12.1 ( 13.1-722.1:1 et seq. C. Authorizations under this section shall be made by: a. E. Except to the extent expressly permitted or expressly required by other provisions of this chapter or agreed to by 100 percent of the unit owners, no amendment to the condominium instruments shall change (i) the boundaries of any unit, (ii) the undivided interest in the common elements, (iii) the liability for common expenses, or (iv) the number of votes in the unit owners' association that appertains to any unit. Whether a person is an interested shareholder; 2. Code 1950, 13-37, 13.1-19; 1956, c. 428; 1972, c. 580; 1975, c. 500; 1985, c. 522; 2019, c. 734. Unless the acquiring person agrees in writing to another date, the special meeting of shareholders shall be held within 50 days after receipt by the public corporation of the request. A. Assert or settle in the name of the unit owners' association any claims involving the declarant's warranty on the common elements, provided that (i) the committee sends the declarant at least six months prior to the expiration of the statute of limitations a written statement pursuant to subsection C of the alleged nature of any defect in the common elements giving the declarant an opportunity to cure the alleged defect; (ii) the declarant fails to cure the alleged defect within a reasonable time; and (iii) the declarant control period or the statute of limitations has not expired. Any such expansion shall be deemed to have occurred at the time of the recordation of plats and plans pursuant to subsection C of 55.1-1920, together with an amendment to the declaration, duly executed by the declarant, including all of the owners and lessees of the additional land added to the condominium. 61, 143, 419; 1994, c. 452; 1996, cc. A notice shall be in writing except that oral notice of any meeting of the board of directors may be given if expressly authorized by the articles of incorporation or bylaws. To the extent the restrictions of 13.1-725.1 or 13.1-728.2 applied to the constituent corporation and its shareholders immediately prior to the merger, such restrictions shall apply to the holding company and its shareholders immediately after the effective time of the merger as though it were the constituent corporation, and all shares of the holding company acquired in the merger shall for purposes of 13.1-725.1 and 13.1-728.2 be deemed to have been acquired at the time that the shares of the constituent corporation converted in the merger were acquired, and provided further that: a. That the dissolution of the corporation has not been revoked. On petition of any shareholder of the corporation if an annual meeting was not held or action by written consent in lieu of an annual meeting did not become effective within 15 months after its last annual meeting or, if there has been no annual meeting, the date of its incorporation; or. Minor offenses generally result in suspended drivers licenses of a shorter duration. The boundaries between adjoining units shall not be relocated unless the condominium instruments expressly permit it. A. Was procured as a result of fraud, a material misrepresentation, or an omission of a material fact necessary to make statements made, in light of the circumstances in which they were made, not misleading; 3. A. After (i) a plan of domestication of a domestic corporation has been adopted and approved as required by this chapter or (ii) a foreign corporation that is the domesticating corporation has approved a domestication as required under its organic law, articles of domestication shall be signed in the name of the domesticating corporation. The beneficial owner of more than 10 percent of any class of the outstanding voting shares of the corporation; however, the term "interested shareholder" shall not include the corporation or any of its subsidiaries, any savings, employee stock ownership, or other employee benefit plan of the corporation or any of its subsidiaries, or any fiduciary with respect to any such plan when acting in such capacity. G. Unless the plan of share exchange provides otherwise, the plan of share exchange may be amended prior to the effective date of the certificate of share exchange, but if the shareholders of a domestic corporation that is a party to the share exchange are required by any provision of this chapter to vote on the plan, the plan may not be amended subsequent to approval of the plan by such shareholders to change any of the following, unless the amendment is subject to the approval of the shareholders: 1. The Preamble to the United States Constitution, beginning with the words We the People, is a brief introductory statement of the Constitution's fundamental purposes and guiding principles. Fairly and adequately represents the interests of the corporation in enforcing the right of the corporation. 1985, c. 522; 2005, c. 765; 2007, c. 165; 2019, c. 734. Establishes the terms and conditions of any agreement for the transfer or use of property or the provision of services between the corporation and any shareholder, director, officer or employee of the corporation or among any of them; 6. Whether the securities to be issued or transferred by the corporation or any of its subsidiaries to any interested shareholder have an aggregate fair market value equal to or greater than five percent of the aggregate fair market value of all of the outstanding voting shares of the corporation or any of its subsidiaries as of the determination date; and. If the unit owners of the units involved have specified in their written application a reasonable reallocation as between the units involved of the aggregate undivided interest in the common elements appertaining to those units, the amendment to the declaration shall reflect that reallocation. Unless otherwise provided in the articles of incorporation, in a proceeding under subdivision A 1 of 13.1-747 to dissolve a corporation, the corporation may elect or, if it fails to elect, one or more shareholders may elect to purchase all shares owned by the petitioning shareholder at the fair value of the shares. Such statement is not required if none of the units on the submitted land are restricted exclusively to residential use. C. Books and records kept by or on behalf of a unit owners' association may be withheld from examination or copying by unit owners and contract purchasers to the extent that they are drafts not yet incorporated into the books and records of the unit owners' association or if such books and records concern: 1. "Elderly" means a person not less than 62 years of age. Ninety days have expired from the date delivery of the written demand was made on the corporation unless (i) the shareholder has earlier been notified that the demand has been rejected by the corporation or (ii) irreparable injury to the corporation would result by waiting for the expiration of the 90-day period. Shares issued to satisfy conversion or option rights created to provide compensation to directors, officers, employees, or agents of the corporation, its subsidiaries, or affiliates; c. Shares that are issued within six months from the effective date of the certificate of incorporation; or. 851, 871; 2009, c. 557; 2012, cc. C. Except as provided in subsection D with respect to the voting requirements to ratify the election of a director, the quorum and voting requirements applicable to the approval by the shareholders required by subsection C of 13.1-614.3 shall be the quorum and voting requirements applicable to the corporate action proposed to be ratified at the time of such shareholder approval. The meeting notice shall state that the purpose, or one of the purposes of the meeting, is removal of the director. "Ratified real estate contract" includes any addendum to such contract. The quorum and voting requirements applicable to a ratifying action by the board of directors under subsection A of 13.1-614.3 shall be the quorum and voting requirements applicable to the corporate action proposed to be ratified at the time such ratifying action is taken. The condominium instruments, amendments, and certifications shall set forth the county or city in which the condominium is located, the name of the condominium, and either the deed book and page number where the first page of the declaration is recorded or the document number assigned to the declaration by the clerk. Unless otherwise specified in the termination agreement, for as long as the unit owners' association holds title to the property, each unit owner or his successor in interest shall have an exclusive right to occupancy of the portion of the property that formerly constituted his unit. If your license was revoked, you must wait to reapply until three years after the revocation order entry date. Three or fewer persons are the shareholder as co-tenants or fiduciaries and the name signed purports to be the name of at least one of the co-owners and the person signing appears to be acting on behalf of all the co-owners. 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