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.
§ 13.1-893.1. (Effective until January 1, 2027) Definitions.
As used in this article:
"Merger" means a business combination pursuant to § 13.1-894.
"Party to a merger" means any domestic or foreign corporation or eligible entity that will merge under a plan of merger.
"Survivor" in a merger means the domestic or foreign corporation or the eligible entity into which one or more other domestic or foreign corporations or eligible entities are merged. A survivor of a merger may preexist the merger or be created by the merger.
§ 13.1-893.1. (Effective January 1, 2027) Definitions.
As used in this article:
"Acquired entity" means the domestic or foreign corporation or eligible entity that will have all of one or more classes of its membership interests or eligible interests acquired in an interest exchange.
"Acquiring entity" means the domestic or foreign corporation or eligible entity that will acquire all of one or more classes of membership interests or eligible interests of the acquired entity in an interest exchange.
"Merger" means a business combination pursuant to § 13.1-894.
"New interest holder liability" means interest holder liability of a person, resulting from a merger or interest exchange, that is (i) in respect of an entity that is different from the entity in which the person held membership interests or eligible interests immediately before the merger or interest exchange became effective or (ii) in respect of the same entity as the one in which the person held membership interests or eligible interests immediately before the merger or interest exchange became effective if (a) the person did not have interest holder liability immediately before the merger or interest exchange became effective or (b) the person had interest holder liability immediately before the merger or interest exchange became effective, the terms and conditions of which were changed when the merger or interest exchange became effective.
"Party to a merger" means any domestic or foreign corporation or eligible entity that will merge under a plan of merger. Party to a merger does not include a survivor created by the merger.
"Survivor" in a merger means the domestic or foreign corporation or the eligible entity into which one or more other domestic or foreign corporations or eligible entities are merged. A survivor of a merger may preexist the merger or be created by the merger.