{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/13.1-1054.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/13.1-1054.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/13.1-1054.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/13.1-1054.html"}],"law_id":71928,"edition_id":1,"section_id":71928,"structure_id":13508,"section_number":"13.1-1054","catch_line":"Name of foreign limited liability company","history":"1991, c. 168; 1992, c. 574; 1996, c. 265; 2012, c. 63; 2016, c. 288; 2021, Sp. Sess. I, c. 487.","full_text":"A\n\nNo certificate of registration shall be issued to a foreign limited liability company unless the name of the foreign limited liability company satisfies the requirements of § 13.1-1012.B\n\nIf the name of a foreign limited liability company does not satisfy the requirements of \u00a7 13.1-1012, to obtain or maintain a certificate of registration to transact business in the Commonwealth:1\n\nThe foreign limited liability company may adopt a designated name for use in the Commonwealth that adds the words “limited company” or “limited liability company” or the abbreviation “L.C.,” “LC,” “L.L.C.” or “LLC” to its name or, if it is a professional limited liability company, the words “professional limited company” or “professional limited liability company” or the initials “P.L.C.,” “PLC,” “P.L.L.C.,” or “PLLC” at the end of its name, if it informs the Commission of its designated name; or2\n\nIf its real name is unavailable, the foreign limited liability company may adopt a designated name that is available, and which satisfies the requirements of § 13.1-1012, if it informs the Commission of the designated name.","order_by":null,"text":{"0":{"id":259128,"text":"No certificate of registration shall be issued to a foreign limited liability company unless the name of the foreign limited liability company satisfies the requirements of § 13.1-1012.","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"next_prefix":"B"},"1":{"id":259129,"text":"If the name of a foreign limited liability company does not satisfy the requirements of \u00a7 13.1-1012, to obtain or maintain a certificate of registration to transact business in the Commonwealth:","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A","next_prefix":"B1"},"2":{"id":259130,"text":"The foreign limited liability company may adopt a designated name for use in the Commonwealth that adds the words “limited company” or “limited liability company” or the abbreviation “L.C.,” “LC,” “L.L.C.” or “LLC” to its name or, if it is a professional limited liability company, the words “professional limited company” or “professional limited liability company” or the initials “P.L.C.,” “PLC,” “P.L.L.C.,” or “PLLC” at the end of its name, if it informs the Commission of its designated name; or","type":"section","prefixes":["B","1"],"prefix":"1","entire_prefix":"B1","prefix_anchor":"B1","level":2,"prior_prefix":"B","next_prefix":"B2"},"3":{"id":259131,"text":"If its real name is unavailable, the foreign limited liability company may adopt a designated name that is available, and which satisfies the requirements of § 13.1-1012, if it informs the Commission of the designated name.","type":"section","prefixes":["B","2"],"prefix":"2","entire_prefix":"B2","prefix_anchor":"B2","level":2,"prior_prefix":"B1"}},"ancestry":[{"id":13508,"edition_id":1,"name":"Foreign Limited Liability Companies","identifier":"10","label":"article","depth":3,"order_by":1,"parent_id":12817,"metadata":{},"date_created":"2026-06-26 03:45:05","date_modified":"2026-06-26 03:45:05","permalink":{"id":148395,"object_type":"structure","relational_id":13508,"identifier":"10","token":"13.1\/12\/10","url":"\/13.1\/12\/10\/","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":75378,"structure_id":13508,"section_number":"13.1-1051","catch_line":"Authority to transact business required; governing law","url":"\/13.1-1051\/","token":"13.1\/12\/10\/13.1-1051","metadata":false},{"id":75972,"structure_id":13508,"section_number":"13.1-1052","catch_line":"Application for certificate of registration","url":"\/13.1-1052\/","token":"13.1\/12\/10\/13.1-1052","metadata":false},{"id":68966,"structure_id":13508,"section_number":"13.1-1053","catch_line":"Repealed","url":"\/13.1-1053\/","token":"13.1\/12\/10\/13.1-1053","metadata":false},{"id":71928,"structure_id":13508,"section_number":"13.1-1054","catch_line":"Name of foreign limited liability company","url":"\/13.1-1054\/","token":"13.1\/12\/10\/13.1-1054","metadata":false},{"id":59184,"structure_id":13508,"section_number":"13.1-1055","catch_line":"Amendments; amended applications for registration","url":"\/13.1-1055\/","token":"13.1\/12\/10\/13.1-1055","metadata":false},{"id":61503,"structure_id":13508,"section_number":"13.1-1056","catch_line":"Voluntary cancellation of certificate of registration","url":"\/13.1-1056\/","token":"13.1\/12\/10\/13.1-1056","metadata":false},{"id":73228,"structure_id":13508,"section_number":"13.1-1056.1","catch_line":"Automatic cancellation of certificate of registration","url":"\/13.1-1056.1\/","token":"13.1\/12\/10\/13.1-1056.1","metadata":false},{"id":54475,"structure_id":13508,"section_number":"13.1-1056.2","catch_line":"Involuntary cancellation of certificate of registration","url":"\/13.1-1056.2\/","token":"13.1\/12\/10\/13.1-1056.2","metadata":false},{"id":74959,"structure_id":13508,"section_number":"13.1-1056.3","catch_line":"Reinstatement of a certificate of registration that has been canceled","url":"\/13.1-1056.3\/","token":"13.1\/12\/10\/13.1-1056.3","metadata":false},{"id":82434,"structure_id":13508,"section_number":"13.1-1057","catch_line":"Transaction of business without registration","url":"\/13.1-1057\/","token":"13.1\/12\/10\/13.1-1057","metadata":false},{"id":56714,"structure_id":13508,"section_number":"13.1-1058","catch_line":"Actions by Attorney General","url":"\/13.1-1058\/","token":"13.1\/12\/10\/13.1-1058","metadata":false},{"id":76475,"structure_id":13508,"section_number":"13.1-1059","catch_line":"Transactions not constituting doing business","url":"\/13.1-1059\/","token":"13.1\/12\/10\/13.1-1059","metadata":false},{"id":80555,"structure_id":13508,"section_number":"13.1-1060","catch_line":"Merger of foreign limited liability company registered to transact business in Commonwealth","url":"\/13.1-1060\/","token":"13.1\/12\/10\/13.1-1060","metadata":false},{"id":75127,"structure_id":13508,"section_number":"13.1-1060.1","catch_line":"Entity conversion of foreign limited liability company registered to transact business in Commonwealth","url":"\/13.1-1060.1\/","token":"13.1\/12\/10\/13.1-1060.1","metadata":false}],"previous_section":{"id":68966,"structure_id":13508,"section_number":"13.1-1053","catch_line":"Repealed","url":"\/13.1-1053\/","token":"13.1\/12\/10\/13.1-1053","metadata":false},"next_section":{"id":59184,"structure_id":13508,"section_number":"13.1-1055","catch_line":"Amendments; amended applications for registration","url":"\/13.1-1055\/","token":"13.1\/12\/10\/13.1-1055","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/13.1-1054\/","history_text":"

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 4 times. 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. Those modifications are as follows: in 1992, chapter 574; in 1996, chapter 265<\/a>; in 2012, chapter 63<\/a>; in 2016, chapter 288<\/a>.<\/p>","references":[{"id":66237,"section_number":"13.1-1004","catch_line":"Issuance of certificate by Commission; recordation of documents","order_by":null,"url":"\/13.1-1004\/"},{"id":60639,"section_number":"13.1-1013","catch_line":"Reserved name","order_by":null,"url":"\/13.1-1013\/"},{"id":75972,"section_number":"13.1-1052","catch_line":"Application for certificate of registration","order_by":null,"url":"\/13.1-1052\/"},{"id":74959,"section_number":"13.1-1056.3","catch_line":"Reinstatement of a certificate of registration that has been canceled","order_by":null,"url":"\/13.1-1056.3\/"},{"id":87380,"section_number":"13.1-1215","catch_line":"Reserved name","order_by":null,"url":"\/13.1-1215\/"},{"id":64637,"section_number":"13.1-631","catch_line":"Reserved name","order_by":null,"url":"\/13.1-631\/"},{"id":54078,"section_number":"13.1-830","catch_line":"Reserved name","order_by":null,"url":"\/13.1-830\/"},{"id":86500,"section_number":"50-73.3","catch_line":"Reserved name","order_by":null,"url":"\/50-73.3\/"}],"refers_to":[{"id":82092,"section_number":"13.1-1012","catch_line":"Name","order_by":null,"url":"\/13.1-1012\/"}],"permalink":{"id":148409,"object_type":"law","relational_id":71928,"identifier":"13.1-1054","token":"13.1\/12\/10\/13.1-1054","url":"\/13.1-1054\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/13.1-1054\/","token":"13.1\/12\/10\/13.1-1054","dublin_core":{"Title":"Name of foreign limited liability company","Type":"Text","Format":"text\/html","Identifier":"\u00a7 13.1-1054","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

A.<\/span> No certificate of registration shall be issued to a foreign limited liability company<\/span><\/span> unless the name of the foreign limited liability company<\/span><\/span> satisfies the requirements of § 13.1-1012<\/a>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

B.<\/span> If the name of a foreign limited liability company<\/span><\/span> does not satisfy the requirements of \u00a7 13.1-1012<\/a>, to obtain or maintain a certificate of registration to transact business in the Commonwealth: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> The foreign limited liability company<\/span><\/span> may adopt a designated name for use in the Commonwealth that adds the words “limited company” or “limited liability company<\/span>” or the abbreviation “L.C.,” “LC,” “L.L.C.” or “LLC” to its name or, if it is a professional limited liability company<\/span>, the words “professional limited company” or “professional limited liability company<\/span>” or the initials “P.L.C.,” “PLC,” “P.L.L.C.,” or “PLLC” at the end of its name, if it informs the Commission<\/span> of its designated name; or <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> If its real name is unavailable, the foreign limited liability company<\/span><\/span> may adopt a designated name that is available, and which satisfies the requirements of § 13.1-1012<\/a>, if it informs the Commission<\/span> of the designated name. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nNAME OF FOREIGN LIMITED LIABILITY COMPANY (\u00a7 13.1-1054)\n\nA. No certificate of registration shall be issued to a foreign limited liability\ncompany unless the name of the foreign limited liability company satisfies the\nrequirements of § 13.1-1012.\n\nB. If the name of a foreign limited liability company does not satisfy the\nrequirements of \u00a7 13.1-1012, to obtain or maintain a certificate of\nregistration to transact business in the Commonwealth:\n\n 1. The foreign limited liability company may adopt a designated name for use\n in the Commonwealth that adds the words “limited company” or\n “limited liability company” or the abbreviation\n “L.C.,” “LC,” “L.L.C.” or\n “LLC” to its name or, if it is a professional limited liability\n company, the words “professional limited company” or\n “professional limited liability company” or the initials\n “P.L.C.,” “PLC,” “P.L.L.C.,” or\n “PLLC” at the end of its name, if it informs the Commission of its\n designated name; or\n\n 2. If its real name is unavailable, the foreign limited liability company may\n adopt a designated name that is available, and which satisfies the\n requirements of § 13.1-1012, if it informs the Commission of the\n designated name.\n\nHISTORY: 1991, c. 168; 1992, c. 574; 1996, c. 265; 2012, c. 63; 2016, c. 288;\n2021, Sp. Sess. I, c. 487.","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}}