{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/13.1-1065.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/13.1-1065.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/13.1-1065.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/13.1-1065.html"}],"law_id":86686,"edition_id":1,"section_id":86686,"structure_id":14240,"section_number":"13.1-1065","catch_line":"Payment of fees, fines, penalties, and interest prerequisite to Commission action; refunds","history":"1991, c. 168; 2002, c. 608; 2004, c. 316; 2006, c. 659; 2007, c. 810; 2009, c. 450; 2019, c. 636; 2021, Sp. Sess. I, c. 487.","full_text":"A\n\nThe Commission shall not file or issue with respect to any domestic or foreign limited liability company any document or certificate specified in this chapter, except a statement of change pursuant to &#xA7; 13.1-1016, a statement of resignation pursuant to &#xA7; 13.1-1017, and a statement of change pursuant to &#xA7; 13.1-1018.1, until all fees, fines, penalties, and interest assessed, imposed, charged, or to be collected by the Commission pursuant to this chapter or Title 12.1 have been paid by or on behalf of such limited liability company. Notwithstanding the foregoing, the Commission may file or issue any document or certificate with respect to a domestic or foreign limited liability company that has been assessed an annual registration fee if the document or certificate is filed or issued with an effective date that is on or before the due date of the limited liability company&#8217;s annual registration fee payment in any year, provided that the Commission shall not issue a certificate of domestication with respect to a foreign limited liability company or a certificate of entity conversion with respect to a domestic limited liability company that will become a domestic other business entity until the annual registration fee has been paid by or on behalf of that limited liability company.B\n\nThe Commission shall not file or issue with respect to any protected series or foreign protected series any document or certificate specified in this chapter until all fees, fines, penalties, and interest assessed, imposed, charged, or to be collected by the Commission pursuant to this chapter or Title 12.1 have been paid by or on behalf of such protected series. Notwithstanding the foregoing, the Commission may file or issue any document or certificate with respect to a protected series or foreign protected series that has been assessed an annual registration fee if the document or certificate is filed or issued with an effective date that is on or before the due date of the protected series&#8217; annual registration fee payment in any year.C\n\nThe Commission shall have authority to certify to the Comptroller directing refund of any overpayment of a fee, or of any fee collected for a document that is not accepted for filing, at any time within one year from the date of its payment.","order_by":null,"text":{"0":{"id":310451,"text":"The Commission shall not file or issue with respect to any domestic or foreign limited liability company any document or certificate specified in this chapter, except a statement of change pursuant to &#xA7; 13.1-1016, a statement of resignation pursuant to &#xA7; 13.1-1017, and a statement of change pursuant to &#xA7; 13.1-1018.1, until all fees, fines, penalties, and interest assessed, imposed, charged, or to be collected by the Commission pursuant to this chapter or Title 12.1 have been paid by or on behalf of such limited liability company. Notwithstanding the foregoing, the Commission may file or issue any document or certificate with respect to a domestic or foreign limited liability company that has been assessed an annual registration fee if the document or certificate is filed or issued with an effective date that is on or before the due date of the limited liability company&#8217;s annual registration fee payment in any year, provided that the Commission shall not issue a certificate of domestication with respect to a foreign limited liability company or a certificate of entity conversion with respect to a domestic limited liability company that will become a domestic other business entity until the annual registration fee has been paid by or on behalf of that limited liability company.","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"next_prefix":"B"},"1":{"id":310452,"text":"The Commission shall not file or issue with respect to any protected series or foreign protected series any document or certificate specified in this chapter until all fees, fines, penalties, and interest assessed, imposed, charged, or to be collected by the Commission pursuant to this chapter or Title 12.1 have been paid by or on behalf of such protected series. Notwithstanding the foregoing, the Commission may file or issue any document or certificate with respect to a protected series or foreign protected series that has been assessed an annual registration fee if the document or certificate is filed or issued with an effective date that is on or before the due date of the protected series&#8217; annual registration fee payment in any year.","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A","next_prefix":"C"},"2":{"id":310453,"text":"The Commission shall have authority to certify to the Comptroller directing refund of any overpayment of a fee, or of any fee collected for a document that is not accepted for filing, at any time within one year from the date of its payment.","type":"section","prefixes":["C"],"prefix":"C","entire_prefix":"C","prefix_anchor":"C","level":1,"prior_prefix":"B"}},"ancestry":[{"id":14240,"edition_id":1,"name":"Annual Registration Fees","identifier":"11","label":"article","depth":3,"order_by":1,"parent_id":12817,"metadata":{},"date_created":"2026-06-26 03:47:25","date_modified":"2026-06-26 03:47:25","permalink":{"id":148453,"object_type":"structure","relational_id":14240,"identifier":"11","token":"13.1\/12\/11","url":"\/13.1\/12\/11\/","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":55470,"structure_id":14240,"section_number":"13.1-1061","catch_line":"Annual registration fees to be assessed and collected by Commission; application of payment","url":"\/13.1-1061\/","token":"13.1\/12\/11\/13.1-1061","metadata":false},{"id":58165,"structure_id":14240,"section_number":"13.1-1062","catch_line":"Assessment of annual registration fees; annual registration fees to be paid by domestic and foreign limited liability companies","url":"\/13.1-1062\/","token":"13.1\/12\/11\/13.1-1062","metadata":false},{"id":77869,"structure_id":14240,"section_number":"13.1-1063","catch_line":"Repealed","url":"\/13.1-1063\/","token":"13.1\/12\/11\/13.1-1063","metadata":false},{"id":78931,"structure_id":14240,"section_number":"13.1-1064","catch_line":"Penalty for failure to timely pay annual registration fees","url":"\/13.1-1064\/","token":"13.1\/12\/11\/13.1-1064","metadata":false},{"id":86686,"structure_id":14240,"section_number":"13.1-1065","catch_line":"Payment of fees, fines, penalties, and interest prerequisite to Commission action; refunds","url":"\/13.1-1065\/","token":"13.1\/12\/11\/13.1-1065","metadata":false},{"id":65305,"structure_id":14240,"section_number":"13.1-1066","catch_line":"Collection of unpaid bills for annual registration fees","url":"\/13.1-1066\/","token":"13.1\/12\/11\/13.1-1066","metadata":false}],"previous_section":{"id":78931,"structure_id":14240,"section_number":"13.1-1064","catch_line":"Penalty for failure to timely pay annual registration fees","url":"\/13.1-1064\/","token":"13.1\/12\/11\/13.1-1064","metadata":false},"next_section":{"id":65305,"structure_id":14240,"section_number":"13.1-1066","catch_line":"Collection of unpaid bills for annual registration fees","url":"\/13.1-1066\/","token":"13.1\/12\/11\/13.1-1066","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/13.1-1065\/","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 6 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 2002, chapter <a href=\"https:\/\/legacylis.virginia.gov\/cgi-bin\/legp604.exe?021+ful+CHAP0608\">608<\/a>; in 2004, chapter <a href=\"https:\/\/legacylis.virginia.gov\/cgi-bin\/legp604.exe?041+ful+CHAP0316\">316<\/a>; in 2006, chapter <a href=\"https:\/\/legacylis.virginia.gov\/cgi-bin\/legp604.exe?061+ful+CHAP0659\">659<\/a>; in 2007, chapter <a href=\"https:\/\/legacylis.virginia.gov\/cgi-bin\/legp604.exe?071+ful+CHAP0810\">810<\/a>; in 2009, chapter <a href=\"https:\/\/legacylis.virginia.gov\/cgi-bin\/legp604.exe?091+ful+CHAP0450\">450<\/a>; in 2019, chapter <a href=\"https:\/\/legacylis.virginia.gov\/cgi-bin\/legp604.exe?191+ful+CHAP0636\">636<\/a>.<\/p>","references":false,"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":62882,"section_number":"13.1-1017","catch_line":"Resignation of registered agent","order_by":null,"url":"\/13.1-1017\/"},{"id":69832,"section_number":"13.1-1018.1","catch_line":"Change of principal office","order_by":null,"url":"\/13.1-1018.1\/"}],"permalink":{"id":148471,"object_type":"law","relational_id":86686,"identifier":"13.1-1065","token":"13.1\/12\/11\/13.1-1065","url":"\/13.1-1065\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/13.1-1065\/","token":"13.1\/12\/11\/13.1-1065","dublin_core":{"Title":"Payment of fees, fines, penalties, and interest prerequisite to Commission action; refunds","Type":"Text","Format":"text\/html","Identifier":"\u00a7 13.1-1065","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t<section id=\"A\"><p><span class=\"prefix-number\">A.<\/span> The <span class=\"dictionary\">Commission<\/span> shall not file or <span class=\"dictionary\">issue<\/span> with respect to any domestic or <span class=\"dictionary\">foreign <span class=\"dictionary\">limited liability company<\/span><\/span> any document or certificate specified in this chapter, except a statement of change pursuant to &#xA7; <a class=\"law\" title=\"Change of registered office or registered agent\" href=\"\/13.1-1016\/\">13.1-1016<\/a>, a statement of resignation pursuant to &#xA7; <a class=\"law\" title=\"Resignation of registered agent\" href=\"\/13.1-1017\/\">13.1-1017<\/a>, and a statement of change pursuant to &#xA7; <a class=\"law\" title=\"Change of principal office\" href=\"\/13.1-1018.1\/\">13.1-1018.1<\/a>, until all fees, fines, penalties, and <span class=\"dictionary\">interest<\/span> assessed, imposed, charged, or to be collected by the <span class=\"dictionary\">Commission<\/span> pursuant to this chapter or Title 12.1 have been paid by or on behalf of such <span class=\"dictionary\">limited liability company<\/span>. Notwithstanding the foregoing, the <span class=\"dictionary\">Commission<\/span> may file or <span class=\"dictionary\">issue<\/span> any document or certificate with respect to a domestic or <span class=\"dictionary\">foreign <span class=\"dictionary\">limited liability company<\/span><\/span> that has been assessed an annual registration fee if the document or certificate is filed or issued with an effective date that is on or before the due date of the <span class=\"dictionary\">limited liability company<\/span>&#8217;s annual registration fee payment in any year, provided that the <span class=\"dictionary\">Commission<\/span> shall not <span class=\"dictionary\">issue<\/span> a certificate of domestication with respect to a <span class=\"dictionary\">foreign <span class=\"dictionary\">limited liability company<\/span><\/span> or a certificate of <span class=\"dictionary\">entity conversion<\/span> with respect to a <span class=\"dictionary\">domestic <span class=\"dictionary\">limited liability company<\/span><\/span> that will become a domestic <span class=\"dictionary\">other business entity<\/span> until the annual registration fee has been paid by or on behalf of that <span class=\"dictionary\">limited liability company<\/span>. <a id=\"paragraph-310451\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/13.1-1065\/#A\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"B\"><p><span class=\"prefix-number\">B.<\/span> The <span class=\"dictionary\">Commission<\/span> shall not file or <span class=\"dictionary\">issue<\/span> with respect to any protected series or <span class=\"dictionary\">foreign protected series<\/span> any document or certificate specified in this chapter until all fees, fines, penalties, and <span class=\"dictionary\">interest<\/span> assessed, imposed, charged, or to be collected by the <span class=\"dictionary\">Commission<\/span> pursuant to this chapter or Title 12.1 have been paid by or on behalf of such protected series. Notwithstanding the foregoing, the <span class=\"dictionary\">Commission<\/span> may file or <span class=\"dictionary\">issue<\/span> any document or certificate with respect to a protected series or <span class=\"dictionary\">foreign protected series<\/span> that has been assessed an annual registration fee if the document or certificate is filed or issued with an effective date that is on or before the due date of the protected series&#8217; annual registration fee payment in any year. <a id=\"paragraph-310452\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/13.1-1065\/#B\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"C\"><p><span class=\"prefix-number\">C.<\/span> The <span class=\"dictionary\">Commission<\/span> shall have authority to certify to the Comptroller directing refund of any overpayment of a fee, or of any fee collected for a document that is not accepted for filing, at any time within one year from the date of its payment. <a id=\"paragraph-310453\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/13.1-1065\/#C\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>","plain_text":"                                 CODE OF VIRGINIA\n\nPAYMENT OF FEES, FINES, PENALTIES, AND INTEREST PREREQUISITE TO COMMISSION\nACTION; REFUNDS (\u00a7 13.1-1065)\n\nA. The Commission shall not file or issue with respect to any domestic or\nforeign limited liability company any document or certificate specified in this\nchapter, except a statement of change pursuant to &#xA7; 13.1-1016, a statement\nof resignation pursuant to &#xA7; 13.1-1017, and a statement of change pursuant\nto &#xA7; 13.1-1018.1, until all fees, fines, penalties, and interest assessed,\nimposed, charged, or to be collected by the Commission pursuant to this chapter\nor Title 12.1 have been paid by or on behalf of such limited liability company.\nNotwithstanding the foregoing, the Commission may file or issue any document or\ncertificate with respect to a domestic or foreign limited liability company that\nhas been assessed an annual registration fee if the document or certificate is\nfiled or issued with an effective date that is on or before the due date of the\nlimited liability company&#8217;s annual registration fee payment in any year,\nprovided that the Commission shall not issue a certificate of domestication with\nrespect to a foreign limited liability company or a certificate of entity\nconversion with respect to a domestic limited liability company that will become\na domestic other business entity until the annual registration fee has been paid\nby or on behalf of that limited liability company.\n\nB. The Commission shall not file or issue with respect to any protected series\nor foreign protected series any document or certificate specified in this\nchapter until all fees, fines, penalties, and interest assessed, imposed,\ncharged, or to be collected by the Commission pursuant to this chapter or Title\n12.1 have been paid by or on behalf of such protected series. Notwithstanding\nthe foregoing, the Commission may file or issue any document or certificate with\nrespect to a protected series or foreign protected series that has been assessed\nan annual registration fee if the document or certificate is filed or issued\nwith an effective date that is on or before the due date of the protected\nseries&#8217; annual registration fee payment in any year.\n\nC. The Commission shall have authority to certify to the Comptroller directing\nrefund of any overpayment of a fee, or of any fee collected for a document that\nis not accepted for filing, at any time within one year from the date of its\npayment.\n\nHISTORY: 1991, c. 168; 2002, c. 608; 2004, c. 316; 2006, c. 659; 2007, c. 810;\n2009, c. 450; 2019, c. 636; 2021, 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}}