Title 13.1. Corporations
Chapter 10. Virginia Nonstock Corporation Act
This section has more than one version with varying effective dates. Scroll down to see all versions.
§ 13.1-840. (Effective until January 1, 2027) Court-ordered meeting.
A. The circuit court of the city or county where a corporation's principal office is located, or, if none in the Commonwealth, where its registered office is located, may, after notice to the corporation, order a meeting of members to be held:
1. On petition of any member of the corporation entitled to participate in an annual meeting if an annual meeting was not held within 15 months after its last annual meeting or, if there has been no annual meeting, the date of its incorporation; or
2. On petition of a member who signed a demand for a special meeting that satisfies the requirements of § 13.1-839 if:
a. Notice of the special meeting was not given within 30 days after the date the demand was delivered to the corporation's secretary; or
b. The special meeting was not held in accordance with the notice.
B. The court may fix the time and place of the meeting, determine the members entitled to participate in the meeting, specify a record date for determining members entitled to notice of and to vote at the meeting, prescribe the form and content of the meeting notice, and enter other orders necessary to accomplish the purpose or purposes of the meeting.
1985, c. 522; 2007, c. 925.
§ 13.1-840. (Effective January 1, 2027) Court-ordered meeting.
A. The circuit court of the city or county where a corporation's principal office is located, or, if none in the Commonwealth, where its registered office is located, may, after notice to the corporation, order a meeting of members to be held:
1. On petition of any member of the corporation entitled to participate in an annual meeting 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
2. On petition of a member who signed a demand for a special meeting that satisfies the requirements of subsection A of § 13.1-839 if:
a. Notice of the special meeting was not given within 30 days after the date the demand was delivered to the corporation's secretary; or
b. The special meeting was not held in accordance with the notice.
B. The court may fix the date, time, and place of the meeting, determine the members entitled to participate in the meeting, specify a record date for determining members entitled to notice of and to vote at the meeting, prescribe the form and content of the meeting notice, fix the quorum required for specific matters to be considered at the meeting or direct that the members represented at the meeting constitute a quorum for action on specific matters, and enter other orders necessary to accomplish the purpose or purposes of the meeting.
