{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/13.1-1055.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/13.1-1055.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/13.1-1055.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/13.1-1055.html"}],"law_id":59184,"edition_id":1,"section_id":59184,"structure_id":13508,"section_number":"13.1-1055","catch_line":"Amendments; amended applications for registration","history":"1991, c. 168; 1992, c. 574; 2003, c. 370; 2008, c. 108; 2009, c. 450; 2016, c. 288.","full_text":"A\n\nA foreign limited liability company that is registered to transact business in the Commonwealth shall promptly file with the Commission an amended application for registration on a form prescribed and furnished by the Commission:1\n\nIf any statement in the application for registration was false when made or any arrangements or other facts described have changed, making the application inaccurate in any respect; or2\n\nTo abandon or change the designated name adopted by the limited liability company for use in the Commonwealth pursuant to subsection B of § 13.1-1054.B\n\nNotwithstanding the provisions of subsection A, the manner by which a foreign limited liability company shall change its registered office or principal office is by filing a statement of change pursuant to § 13.1-1016 or 13.1-1018.1, as the case may be.C\n\nWhenever the articles of organization or other constituent document of a foreign limited liability company that is registered to transact business in the Commonwealth is amended or corrected, the foreign limited liability company shall promptly deliver to the Commission for filing a copy of the amendment or correction duly authenticated by the Secretary of State or other official having custody of the limited liability company records in the state or other jurisdiction of its organization.","order_by":null,"text":{"0":{"id":216946,"text":"A foreign limited liability company that is registered to transact business in the Commonwealth shall promptly file with the Commission an amended application for registration on a form prescribed and furnished by the Commission:","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"next_prefix":"A1"},"1":{"id":216947,"text":"If any statement in the application for registration was false when made or any arrangements or other facts described have changed, making the application inaccurate in any respect; or","type":"section","prefixes":["A","1"],"prefix":"1","entire_prefix":"A1","prefix_anchor":"A1","level":2,"prior_prefix":"A","next_prefix":"A2"},"2":{"id":216948,"text":"To abandon or change the designated name adopted by the limited liability company for use in the Commonwealth pursuant to subsection B of § 13.1-1054.","type":"section","prefixes":["A","2"],"prefix":"2","entire_prefix":"A2","prefix_anchor":"A2","level":2,"prior_prefix":"A1","next_prefix":"B"},"3":{"id":216949,"text":"Notwithstanding the provisions of subsection A, the manner by which a foreign limited liability company shall change its registered office or principal office is by filing a statement of change pursuant to § 13.1-1016 or 13.1-1018.1, as the case may be.","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A2","next_prefix":"C"},"4":{"id":216950,"text":"Whenever the articles of organization or other constituent document of a foreign limited liability company that is registered to transact business in the Commonwealth is amended or corrected, the foreign limited liability company shall promptly deliver to the Commission for filing a copy of the amendment or correction duly authenticated by the Secretary of State or other official having custody of the limited liability company records in the state or other jurisdiction of its organization.","type":"section","prefixes":["C"],"prefix":"C","entire_prefix":"C","prefix_anchor":"C","level":1,"prior_prefix":"B"}},"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":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},"next_section":{"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},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/13.1-1055\/","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 5 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 2003, chapter 370<\/a>; in 2008, chapter 108<\/a>; in 2009, chapter 450<\/a>; in 2016, chapter 288<\/a>.<\/p>","references":[{"id":57840,"section_number":"13.1-1005","catch_line":"Fees","order_by":null,"url":"\/13.1-1005\/"},{"id":67053,"section_number":"13.1-1099.23","catch_line":"Registration of foreign series limited liability company and foreign protected series; amended application; voluntary cancellation; reinstatement","order_by":null,"url":"\/13.1-1099.23\/"}],"refers_to":[{"id":79624,"section_number":"13.1-1016","catch_line":"Change of registered office or registered agent","order_by":null,"url":"\/13.1-1016\/"},{"id":69832,"section_number":"13.1-1018.1","catch_line":"Change of principal office","order_by":null,"url":"\/13.1-1018.1\/"}],"permalink":{"id":148413,"object_type":"law","relational_id":59184,"identifier":"13.1-1055","token":"13.1\/12\/10\/13.1-1055","url":"\/13.1-1055\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/13.1-1055\/","token":"13.1\/12\/10\/13.1-1055","dublin_core":{"Title":"Amendments; amended applications for registration","Type":"Text","Format":"text\/html","Identifier":"\u00a7 13.1-1055","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

A.<\/span> A foreign limited liability company<\/span><\/span> that is registered to transact business in the Commonwealth shall promptly file with the Commission<\/span> an amended application for registration on a form prescribed and furnished by the Commission<\/span>: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> If any statement in the application for registration was false when made or any arrangements or other facts<\/span> described have changed, making the application inaccurate in any respect; or <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> To abandon or change the designated name adopted by the limited liability company<\/span> for use in the Commonwealth pursuant to subsection B of § 13.1-1054<\/a>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

B.<\/span> Notwithstanding the provisions of subsection A, the manner by which a foreign limited liability company<\/span><\/span> shall change its registered office or principal office<\/span> is by filing a statement of change pursuant to § 13.1-1016<\/a> or 13.1-1018.1<\/a>, as the case may be. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

C.<\/span> Whenever the articles of organization<\/span> or other constituent document of a foreign limited liability company<\/span><\/span> that is registered to transact business in the Commonwealth is amended or corrected, the foreign limited liability company<\/span><\/span> shall promptly deliver to the Commission<\/span> for filing a copy of the amendment or correction duly authenticated by the Secretary of State or other official having custody<\/span> of the limited liability company<\/span> records in the state or other jurisdiction<\/span> of its organization. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nAMENDMENTS; AMENDED APPLICATIONS FOR REGISTRATION (\u00a7 13.1-1055)\n\nA. A foreign limited liability company that is registered to transact business\nin the Commonwealth shall promptly file with the Commission an amended\napplication for registration on a form prescribed and furnished by the\nCommission:\n\n 1. If any statement in the application for registration was false when made or\n any arrangements or other facts described have changed, making the application\n inaccurate in any respect; or\n\n 2. To abandon or change the designated name adopted by the limited liability\n company for use in the Commonwealth pursuant to subsection B of §\n 13.1-1054.\n\nB. Notwithstanding the provisions of subsection A, the manner by which a foreign\nlimited liability company shall change its registered office or principal office\nis by filing a statement of change pursuant to § 13.1-1016 or 13.1-1018.1,\nas the case may be.\n\nC. Whenever the articles of organization or other constituent document of a\nforeign limited liability company that is registered to transact business in the\nCommonwealth is amended or corrected, the foreign limited liability company\nshall promptly deliver to the Commission for filing a copy of the amendment or\ncorrection duly authenticated by the Secretary of State or other official having\ncustody of the limited liability company records in the state or other\njurisdiction of its organization.\n\nHISTORY: 1991, c. 168; 1992, c. 574; 2003, c. 370; 2008, c. 108; 2009, c. 450;\n2016, c. 288.","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}}