{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/13.1-1036.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/13.1-1036.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/13.1-1036.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/13.1-1036.html"}],"law_id":60226,"edition_id":1,"section_id":60226,"structure_id":14004,"section_number":"13.1-1036","catch_line":"Liability upon wrongful distribution","history":"1991, c. 168; 2009, c. 763.","full_text":"If a member has received a distribution in violation of the articles of organization or an operating agreement or in violation of \u00a7 13.1-1035 of this chapter, then the member is liable to the limited liability company for a period of two years thereafter for the amount of the distribution wrongfully made.","order_by":null,"text":{"0":{"id":220284,"text":"If a member has received a distribution in violation of the articles of organization or an operating agreement or in violation of \u00a7 13.1-1035 of this chapter, then the member is liable to the limited liability company for a period of two years thereafter for the amount of the distribution wrongfully made.","type":"section","prefixes":[""],"prefix":"","entire_prefix":"","prefix_anchor":"","level":1}},"ancestry":[{"id":14004,"edition_id":1,"name":"Finance","identifier":"6","label":"article","depth":3,"order_by":1,"parent_id":12817,"metadata":{},"date_created":"2026-06-26 03:46:34","date_modified":"2026-06-26 03:46:34","permalink":{"id":148861,"object_type":"structure","relational_id":14004,"identifier":"6","token":"13.1\/12\/6","url":"\/13.1\/12\/6\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12817,"edition_id":1,"name":"Virginia Limited Liability Company Act","identifier":"12","label":"chapter","depth":2,"order_by":1,"parent_id":12744,"metadata":{},"date_created":"2026-06-26 03:43:54","date_modified":"2026-06-26 03:43:54","permalink":{"id":148351,"object_type":"structure","relational_id":12817,"identifier":"12","token":"13.1\/12","url":"\/13.1\/12\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12744,"edition_id":1,"name":"Corporations","identifier":"13.1","label":"title","depth":1,"order_by":1,"parent_id":null,"metadata":{},"date_created":"2026-06-26 03:43:51","date_modified":"2026-06-26 03:43:51","permalink":{"id":147493,"object_type":"structure","relational_id":12744,"identifier":"13.1","token":"13.1","url":"\/13.1\/","edition_id":1,"permalink":0,"preferred":1}}],"structure_contents":[{"id":56042,"structure_id":14004,"section_number":"13.1-1029","catch_line":"Sharing of profits and losses","url":"\/13.1-1029\/","token":"13.1\/12\/6\/13.1-1029","metadata":false},{"id":73279,"structure_id":14004,"section_number":"13.1-1030","catch_line":"Sharing of distributions","url":"\/13.1-1030\/","token":"13.1\/12\/6\/13.1-1030","metadata":false},{"id":77425,"structure_id":14004,"section_number":"13.1-1031","catch_line":"Interim distributions","url":"\/13.1-1031\/","token":"13.1\/12\/6\/13.1-1031","metadata":false},{"id":55088,"structure_id":14004,"section_number":"13.1-1032","catch_line":"Resignation of member","url":"\/13.1-1032\/","token":"13.1\/12\/6\/13.1-1032","metadata":false},{"id":61693,"structure_id":14004,"section_number":"13.1-1033","catch_line":"Repealed","url":"\/13.1-1033\/","token":"13.1\/12\/6\/13.1-1033","metadata":false},{"id":73763,"structure_id":14004,"section_number":"13.1-1034","catch_line":"Distribution in kind","url":"\/13.1-1034\/","token":"13.1\/12\/6\/13.1-1034","metadata":false},{"id":72538,"structure_id":14004,"section_number":"13.1-1035","catch_line":"Restrictions on making distribution","url":"\/13.1-1035\/","token":"13.1\/12\/6\/13.1-1035","metadata":false},{"id":60226,"structure_id":14004,"section_number":"13.1-1036","catch_line":"Liability upon wrongful distribution","url":"\/13.1-1036\/","token":"13.1\/12\/6\/13.1-1036","metadata":false},{"id":71027,"structure_id":14004,"section_number":"13.1-1037","catch_line":"Right to distribution","url":"\/13.1-1037\/","token":"13.1\/12\/6\/13.1-1037","metadata":false}],"previous_section":{"id":72538,"structure_id":14004,"section_number":"13.1-1035","catch_line":"Restrictions on making distribution","url":"\/13.1-1035\/","token":"13.1\/12\/6\/13.1-1035","metadata":false},"next_section":{"id":71027,"structure_id":14004,"section_number":"13.1-1037","catch_line":"Right to distribution","url":"\/13.1-1037\/","token":"13.1\/12\/6\/13.1-1037","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/13.1-1036\/","history_text":"<p>This law was first created in 1991. The record of its establishment is cataloged in chapter 168 of that year\u2019s edition of \u201cActs of Assembly,\u201d the annual state publication listing all changes made to the Code of Virginia in that year. Unfortunately, the 1991 \u201cActs\u201d aren\u2019t available online. It has been modified 1 time. Those modifications are cataloged by \u201cThe Acts of Assembly,\u201d a state publication, by year and chapter. Those modifications that can be read on the General Assembly\u2019s website will be linked accordingly. That modification is as follows: in 2009, chapter <a href=\"https:\/\/legacylis.virginia.gov\/cgi-bin\/legp604.exe?091+ful+CHAP0763\">763<\/a>.<\/p>","references":[{"id":66741,"section_number":"13.1-1040","catch_line":"Right of assignee to become member","order_by":null,"url":"\/13.1-1040\/"}],"refers_to":[{"id":72538,"section_number":"13.1-1035","catch_line":"Restrictions on making distribution","order_by":null,"url":"\/13.1-1035\/"}],"permalink":{"id":148891,"object_type":"law","relational_id":60226,"identifier":"13.1-1036","token":"13.1\/12\/6\/13.1-1036","url":"\/13.1-1036\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/13.1-1036\/","token":"13.1\/12\/6\/13.1-1036","dublin_core":{"Title":"Liability upon wrongful distribution","Type":"Text","Format":"text\/html","Identifier":"\u00a7 13.1-1036","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t<section><p>If a <span class=\"dictionary\">member<\/span> has received a <span class=\"dictionary\">distribution<\/span> in violation of the <span class=\"dictionary\">articles of organization<\/span> or an <span class=\"dictionary\">operating agreement<\/span> or in violation of \u00a7&nbsp;<a class=\"law\" title=\"Restrictions on making distribution\" href=\"\/13.1-1035\/\">13.1-1035<\/a> of this chapter, then the <span class=\"dictionary\">member<\/span> is liable to the <span class=\"dictionary\">limited liability company<\/span> for a period of two years thereafter for the amount of the <span class=\"dictionary\">distribution<\/span> wrongfully made.<\/p><\/section>","plain_text":"                                 CODE OF VIRGINIA\n\nLIABILITY UPON WRONGFUL DISTRIBUTION (\u00a7 13.1-1036)\n\nIf a member has received a distribution in violation of the articles of\norganization or an operating agreement or in violation of \u00a7 13.1-1035 of this\nchapter, then the member is liable to the limited liability company for a period\nof two years thereafter for the amount of the distribution wrongfully made.\n\nHISTORY: 1991, c. 168; 2009, c. 763.","edition":{"id":1,"name":"2025","slug":"2025","date_created":"2026-06-21 22:39:22","date_modified":"2026-06-21 22:39:22","current":1,"order_by":1,"last_import":null}}