{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/13.1-1088.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/13.1-1088.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/13.1-1088.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/13.1-1088.html"}],"law_id":66470,"edition_id":1,"section_id":66470,"structure_id":13582,"section_number":"13.1-1088","catch_line":"Definitions","history":"2019, c. 636.","full_text":"As used in this article, unless the context requires a different meaning:\n\t\t“After a merger” or “after the merger” means when a merger under \u00a7 13.1-1099.16 becomes effective and afterwards.\n\t\t“Asset” means property:\n\n1\n\nIn which a series limited liability company or protected series has rights; or2\n\nAs to which the series limited liability company or protected series has the power to transfer rights.\n\t\t\t“Associated asset” means an asset that meets the requirements stated in § 13.1-1099.2.\n\t\t\t“Associated member” means, with respect to a protected series, a member that meets the requirements stated in § 13.1-1099.3.\n\t\t\t“Before a merger” or “before the merger” means before a merger under § 13.1-1099.16 becomes effective.\n\t\t\t“Continuing protected series” means a protected series of a surviving company that continues in uninterrupted existence after a merger under § 13.1-1099.16.\n\t\t\t“Merging company” means a limited liability company that is party to a merger under § 13.1-1099.16.\n\t\t\t“Non-associated asset” means:1\n\nAn asset of a series limited liability company that is not an associated asset of the series limited liability company; or2\n\nAny asset of a protected series of the series limited liability company that is not an associated asset of the protected series.\n\t\t\t“Non-surviving company” means a merging company whose separate existence ceases after a merger under § 13.1-1099.16.\n\t\t\t“Principal office of the protected series” means the office, in or out of the Commonwealth, where the principal executive offices of a protected series of a domestic or foreign series limited liability company are located or, if there are no such offices, the office, in or out of the Commonwealth, so designated by the protected series. The designation of the principal office of a protected series in the most recent statement of change filed pursuant to § 13.1-1018.1 and subsection G of § 13.1-1095 shall be conclusive for the purpose of this chapter.\n\t\t\t“Protected series assignee” means a person to which all or part of a protected series membership interest of a protected series of a series limited liability company has been transferred, other than the series limited liability company. “Protected series assignee” includes a person that owns a protected series membership interest as a result of ceasing to be an associated member of a protected series.\n\t\t\t“Protected series manager” means a person under whose authority the powers of a protected series are exercised and under whose direction the activities and affairs of the protected series are managed pursuant to the operating agreement, this article, and other provisions of this chapter.\n\t\t\t“Protected series membership interest” means the share of the profits and losses of a protected series and the right to receive distributions.\n\t\t\t“Relocated protected series” means a protected series of a non-surviving company which, after a merger under § 13.1-1099.16, continues in uninterrupted existence as a protected series of the surviving company.\n\t\t\t“Surviving company” means a merging company that is the survivor of a merger under § 13.1-1099.16.\n\t\t\t“Survivor” has the same meaning as specified in § 13.1-1069.1.","order_by":null,"text":{"0":{"id":241231,"text":"As used in this article, unless the context requires a different meaning:\n\t\t“After a merger” or “after the merger” means when a merger under \u00a7 13.1-1099.16 becomes effective and afterwards.\n\t\t“Asset” means property:","type":"section","prefixes":[""],"prefix":"","entire_prefix":"","prefix_anchor":"","level":1,"next_prefix":"1"},"1":{"id":241232,"text":"In which a series limited liability company or protected series has rights; or","type":"section","prefixes":["1"],"prefix":"1","entire_prefix":"1","prefix_anchor":"1","level":1,"prior_prefix":"","next_prefix":"2"},"2":{"id":241233,"text":"As to which the series limited liability company or protected series has the power to transfer rights.\n\t\t\t“Associated asset” means an asset that meets the requirements stated in § 13.1-1099.2.\n\t\t\t“Associated member” means, with respect to a protected series, a member that meets the requirements stated in § 13.1-1099.3.\n\t\t\t“Before a merger” or “before the merger” means before a merger under § 13.1-1099.16 becomes effective.\n\t\t\t“Continuing protected series” means a protected series of a surviving company that continues in uninterrupted existence after a merger under § 13.1-1099.16.\n\t\t\t“Merging company” means a limited liability company that is party to a merger under § 13.1-1099.16.\n\t\t\t“Non-associated asset” means:","type":"section","prefixes":["2"],"prefix":"2","entire_prefix":"2","prefix_anchor":"2","level":1,"prior_prefix":"1","next_prefix":"1"},"3":{"id":241234,"text":"An asset of a series limited liability company that is not an associated asset of the series limited liability company; or","type":"section","prefixes":["1"],"prefix":"1","entire_prefix":"1","prefix_anchor":"1","level":1,"prior_prefix":"2","next_prefix":"2"},"4":{"id":241235,"text":"Any asset of a protected series of the series limited liability company that is not an associated asset of the protected series.\n\t\t\t“Non-surviving company” means a merging company whose separate existence ceases after a merger under § 13.1-1099.16.\n\t\t\t“Principal office of the protected series” means the office, in or out of the Commonwealth, where the principal executive offices of a protected series of a domestic or foreign series limited liability company are located or, if there are no such offices, the office, in or out of the Commonwealth, so designated by the protected series. The designation of the principal office of a protected series in the most recent statement of change filed pursuant to § 13.1-1018.1 and subsection G of § 13.1-1095 shall be conclusive for the purpose of this chapter.\n\t\t\t“Protected series assignee” means a person to which all or part of a protected series membership interest of a protected series of a series limited liability company has been transferred, other than the series limited liability company. “Protected series assignee” includes a person that owns a protected series membership interest as a result of ceasing to be an associated member of a protected series.\n\t\t\t“Protected series manager” means a person under whose authority the powers of a protected series are exercised and under whose direction the activities and affairs of the protected series are managed pursuant to the operating agreement, this article, and other provisions of this chapter.\n\t\t\t“Protected series membership interest” means the share of the profits and losses of a protected series and the right to receive distributions.\n\t\t\t“Relocated protected series” means a protected series of a non-surviving company which, after a merger under § 13.1-1099.16, continues in uninterrupted existence as a protected series of the surviving company.\n\t\t\t“Surviving company” means a merging company that is the survivor of a merger under § 13.1-1099.16.\n\t\t\t“Survivor” has the same meaning as specified in § 13.1-1069.1.","type":"section","prefixes":["2"],"prefix":"2","entire_prefix":"2","prefix_anchor":"2","level":1,"prior_prefix":"1"}},"ancestry":[{"id":13582,"edition_id":1,"name":"Protected Series","identifier":"16","label":"article","depth":3,"order_by":1,"parent_id":12817,"metadata":{},"date_created":"2026-06-26 03:45:18","date_modified":"2026-06-26 03:45:18","permalink":{"id":148583,"object_type":"structure","relational_id":13582,"identifier":"16","token":"13.1\/12\/16","url":"\/13.1\/12\/16\/","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":66470,"structure_id":13582,"section_number":"13.1-1088","catch_line":"Definitions","url":"\/13.1-1088\/","token":"13.1\/12\/16\/13.1-1088","metadata":false},{"id":74889,"structure_id":13582,"section_number":"13.1-1089","catch_line":"Nature of protected series","url":"\/13.1-1089\/","token":"13.1\/12\/16\/13.1-1089","metadata":false},{"id":59342,"structure_id":13582,"section_number":"13.1-1090","catch_line":"Powers and duration of protected series","url":"\/13.1-1090\/","token":"13.1\/12\/16\/13.1-1090","metadata":false},{"id":55148,"structure_id":13582,"section_number":"13.1-1091","catch_line":"Governing law","url":"\/13.1-1091\/","token":"13.1\/12\/16\/13.1-1091","metadata":false},{"id":62538,"structure_id":13582,"section_number":"13.1-1092","catch_line":"Relation of operating agreement, this article, and the other articles of this chapter","url":"\/13.1-1092\/","token":"13.1\/12\/16\/13.1-1092","metadata":false},{"id":84976,"structure_id":13582,"section_number":"13.1-1093","catch_line":"Additional limitations on operating agreement","url":"\/13.1-1093\/","token":"13.1\/12\/16\/13.1-1093","metadata":false},{"id":84390,"structure_id":13582,"section_number":"13.1-1094","catch_line":"Rules for applying other articles of this chapter to specified provisions of this article","url":"\/13.1-1094\/","token":"13.1\/12\/16\/13.1-1094","metadata":false},{"id":62260,"structure_id":13582,"section_number":"13.1-1095","catch_line":"Protected series designation; amendment","url":"\/13.1-1095\/","token":"13.1\/12\/16\/13.1-1095","metadata":false},{"id":57931,"structure_id":13582,"section_number":"13.1-1096","catch_line":"Name","url":"\/13.1-1096\/","token":"13.1\/12\/16\/13.1-1096","metadata":false},{"id":56560,"structure_id":13582,"section_number":"13.1-1097","catch_line":"Registered office and registered agent","url":"\/13.1-1097\/","token":"13.1\/12\/16\/13.1-1097","metadata":false},{"id":62325,"structure_id":13582,"section_number":"13.1-1098","catch_line":"Service of process, notice, or demand","url":"\/13.1-1098\/","token":"13.1\/12\/16\/13.1-1098","metadata":false},{"id":54545,"structure_id":13582,"section_number":"13.1-1099","catch_line":"Effectiveness of notice","url":"\/13.1-1099\/","token":"13.1\/12\/16\/13.1-1099","metadata":false},{"id":83120,"structure_id":13582,"section_number":"13.1-1099.1","catch_line":"Annual registration fees","url":"\/13.1-1099.1\/","token":"13.1\/12\/16\/13.1-1099.1","metadata":false},{"id":79166,"structure_id":13582,"section_number":"13.1-1099.10","catch_line":"Enforcement of claim against non-associated asset","url":"\/13.1-1099.10\/","token":"13.1\/12\/16\/13.1-1099.10","metadata":false},{"id":55453,"structure_id":13582,"section_number":"13.1-1099.11","catch_line":"Events causing dissolution of protected series","url":"\/13.1-1099.11\/","token":"13.1\/12\/16\/13.1-1099.11","metadata":false},{"id":63314,"structure_id":13582,"section_number":"13.1-1099.12","catch_line":"Winding up dissolved protected series; voluntary cancellation","url":"\/13.1-1099.12\/","token":"13.1\/12\/16\/13.1-1099.12","metadata":false},{"id":57119,"structure_id":13582,"section_number":"13.1-1099.13","catch_line":"Waiver of cancellation upon dissolution; reinstatement of series limited liability company","url":"\/13.1-1099.13\/","token":"13.1\/12\/16\/13.1-1099.13","metadata":false},{"id":75947,"structure_id":13582,"section_number":"13.1-1099.14","catch_line":"Protected series may not be party to entity transaction","url":"\/13.1-1099.14\/","token":"13.1\/12\/16\/13.1-1099.14","metadata":false},{"id":59476,"structure_id":13582,"section_number":"13.1-1099.15","catch_line":"Restrictions on entity transaction involving a series limited liability company or a foreign series limited liability company","url":"\/13.1-1099.15\/","token":"13.1\/12\/16\/13.1-1099.15","metadata":false},{"id":73456,"structure_id":13582,"section_number":"13.1-1099.16","catch_line":"Merger authorized; parties restricted","url":"\/13.1-1099.16\/","token":"13.1\/12\/16\/13.1-1099.16","metadata":false},{"id":77582,"structure_id":13582,"section_number":"13.1-1099.17","catch_line":"Plan of merger","url":"\/13.1-1099.17\/","token":"13.1\/12\/16\/13.1-1099.17","metadata":false},{"id":69595,"structure_id":13582,"section_number":"13.1-1099.18","catch_line":"Articles of merger","url":"\/13.1-1099.18\/","token":"13.1\/12\/16\/13.1-1099.18","metadata":false},{"id":57317,"structure_id":13582,"section_number":"13.1-1099.19","catch_line":"Effect of merger","url":"\/13.1-1099.19\/","token":"13.1\/12\/16\/13.1-1099.19","metadata":false},{"id":87340,"structure_id":13582,"section_number":"13.1-1099.2","catch_line":"Associated assets","url":"\/13.1-1099.2\/","token":"13.1\/12\/16\/13.1-1099.2","metadata":false},{"id":84015,"structure_id":13582,"section_number":"13.1-1099.20","catch_line":"Application of \u00a7 13.1-1099.10 after merger","url":"\/13.1-1099.20\/","token":"13.1\/12\/16\/13.1-1099.20","metadata":false},{"id":81612,"structure_id":13582,"section_number":"13.1-1099.21","catch_line":"Governing law; foreign series limited liability companies and foreign protected series","url":"\/13.1-1099.21\/","token":"13.1\/12\/16\/13.1-1099.21","metadata":false},{"id":63955,"structure_id":13582,"section_number":"13.1-1099.22","catch_line":"No attribution of activities constituting transacting business or for establishing jurisdiction","url":"\/13.1-1099.22\/","token":"13.1\/12\/16\/13.1-1099.22","metadata":false},{"id":67053,"structure_id":13582,"section_number":"13.1-1099.23","catch_line":"Registration of foreign series limited liability company and foreign protected series; amended application; voluntary cancellation; reinstatement","url":"\/13.1-1099.23\/","token":"13.1\/12\/16\/13.1-1099.23","metadata":false},{"id":74322,"structure_id":13582,"section_number":"13.1-1099.24","catch_line":"Disclosure required when foreign series limited liability company or foreign protected series subject to proceeding","url":"\/13.1-1099.24\/","token":"13.1\/12\/16\/13.1-1099.24","metadata":false},{"id":73126,"structure_id":13582,"section_number":"13.1-1099.25","catch_line":"Uniformity of application and construction","url":"\/13.1-1099.25\/","token":"13.1\/12\/16\/13.1-1099.25","metadata":false},{"id":70064,"structure_id":13582,"section_number":"13.1-1099.26","catch_line":"Effect on certain actions","url":"\/13.1-1099.26\/","token":"13.1\/12\/16\/13.1-1099.26","metadata":false},{"id":79318,"structure_id":13582,"section_number":"13.1-1099.27","catch_line":"Relation to Electronic Signatures in Global and National Commerce Act","url":"\/13.1-1099.27\/","token":"13.1\/12\/16\/13.1-1099.27","metadata":false},{"id":83034,"structure_id":13582,"section_number":"13.1-1099.3","catch_line":"Associated members","url":"\/13.1-1099.3\/","token":"13.1\/12\/16\/13.1-1099.3","metadata":false},{"id":83613,"structure_id":13582,"section_number":"13.1-1099.4","catch_line":"Protected series membership interests","url":"\/13.1-1099.4\/","token":"13.1\/12\/16\/13.1-1099.4","metadata":false},{"id":55609,"structure_id":13582,"section_number":"13.1-1099.5","catch_line":"Management","url":"\/13.1-1099.5\/","token":"13.1\/12\/16\/13.1-1099.5","metadata":false},{"id":63606,"structure_id":13582,"section_number":"13.1-1099.6","catch_line":"Right of person not associated member of protected series to information concerning protected series","url":"\/13.1-1099.6\/","token":"13.1\/12\/16\/13.1-1099.6","metadata":false},{"id":64314,"structure_id":13582,"section_number":"13.1-1099.7","catch_line":"Limitations on liability","url":"\/13.1-1099.7\/","token":"13.1\/12\/16\/13.1-1099.7","metadata":false},{"id":59684,"structure_id":13582,"section_number":"13.1-1099.8","catch_line":"Claim seeking to disregard limitation of liability","url":"\/13.1-1099.8\/","token":"13.1\/12\/16\/13.1-1099.8","metadata":false},{"id":59181,"structure_id":13582,"section_number":"13.1-1099.9","catch_line":"Remedies of judgment creditor of associated member or protected series assignee","url":"\/13.1-1099.9\/","token":"13.1\/12\/16\/13.1-1099.9","metadata":false}],"next_section":{"id":74889,"structure_id":13582,"section_number":"13.1-1089","catch_line":"Nature of protected series","url":"\/13.1-1089\/","token":"13.1\/12\/16\/13.1-1089","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/13.1-1088\/","history_text":"

This law was first created in 2019. The record of its establishment is cataloged in chapter 636<\/a> 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.<\/p>","references":[{"id":65011,"section_number":"13.1-1002","catch_line":"Definitions","order_by":null,"url":"\/13.1-1002\/"},{"id":66237,"section_number":"13.1-1004","catch_line":"Issuance of certificate by Commission; recordation of documents","order_by":null,"url":"\/13.1-1004\/"}],"refers_to":[{"id":69832,"section_number":"13.1-1018.1","catch_line":"Change of principal office","order_by":null,"url":"\/13.1-1018.1\/"},{"id":75930,"section_number":"13.1-1069.1","catch_line":"Definitions","order_by":null,"url":"\/13.1-1069.1\/"},{"id":62260,"section_number":"13.1-1095","catch_line":"Protected series designation; amendment","order_by":null,"url":"\/13.1-1095\/"},{"id":73456,"section_number":"13.1-1099.16","catch_line":"Merger authorized; parties restricted","order_by":null,"url":"\/13.1-1099.16\/"},{"id":87340,"section_number":"13.1-1099.2","catch_line":"Associated assets","order_by":null,"url":"\/13.1-1099.2\/"},{"id":83034,"section_number":"13.1-1099.3","catch_line":"Associated members","order_by":null,"url":"\/13.1-1099.3\/"}],"permalink":{"id":148585,"object_type":"law","relational_id":66470,"identifier":"13.1-1088","token":"13.1\/12\/16\/13.1-1088","url":"\/13.1-1088\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/13.1-1088\/","token":"13.1\/12\/16\/13.1-1088","dublin_core":{"Title":"Definitions","Type":"Text","Format":"text\/html","Identifier":"\u00a7 13.1-1088","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

As used in this article, unless the context requires a different meaning:\n\t\t“After a merger<\/span>” or “after the merger<\/span>” means when a merger under \u00a7 13.1-1099.16<\/a> becomes effective and afterwards.\n\t\t“Asset<\/span>” means property<\/span>:<\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> In which a series limited liability company<\/span> or protected series<\/span> has rights; or <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> As to which the series limited liability company<\/span> or protected series has the power to transfer<\/span> rights.\n\t\t\t“Associated asset<\/span>” means an asset that meets the requirements stated in § 13.1-1099.2<\/a>.\n\t\t\t“Associated member<\/span>” means, with respect to a protected series, a member<\/span> that meets the requirements stated in § 13.1-1099.3<\/a>.\n\t\t\t“Before a merger<\/span>” or “before the merger<\/span>” means before a merger<\/span> under § 13.1-1099.16<\/a> becomes effective.\n\t\t\t“Continuing protected series<\/span>” means a protected series of a surviving company<\/span> that continues in uninterrupted existence after a merger<\/span> under § 13.1-1099.16<\/a>.\n\t\t\t“Merging company<\/span>” means a limited liability company<\/span> that is party<\/span> to a merger under § 13.1-1099.16<\/a>.\n\t\t\t“Non-associated asset<\/span>” means: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> An asset of a series limited liability company<\/span> that is not an associated asset<\/span> of the series limited liability company<\/span>; or <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> Any asset of a protected series of the series limited liability company<\/span> that is not an associated asset<\/span> of the protected series.\n\t\t\t“Non-surviving company<\/span><\/span>” means a merging company<\/span> whose separate existence ceases after a merger<\/span> under § 13.1-1099.16<\/a>.\n\t\t\t“Principal office of the protected series<\/span>” means the office, in or out of the Commonwealth, where the principal executive offices of a protected series of a domestic or foreign series limited liability company<\/span><\/span> are located or, if there are no such offices, the office, in or out of the Commonwealth, so designated by the protected series. The designation of the principal office of a protected series in the most recent statement of change filed pursuant to § 13.1-1018.1<\/a> and subsection G of § 13.1-1095<\/a> shall be conclusive for the purpose of this chapter.\n\t\t\t“Protected series assignee<\/span>” means a person<\/span> to which all or part of a protected series membership interest<\/span> of a protected series of a series limited liability company<\/span> has been transferred, other than the series limited liability company<\/span>. “Protected series assignee<\/span>” includes a person<\/span> that owns a protected series membership interest<\/span> as a result of ceasing to be an associated member<\/span> of a protected series.\n\t\t\t“Protected series manager<\/span>” means a person<\/span> under whose authority the powers of a protected series are exercised and under whose direction the activities and affairs of the protected series are managed pursuant to the operating agreement<\/span>, this article, and other provisions of this chapter.\n\t\t\t“Protected series membership interest<\/span>” means the share of the profits and losses of a protected series and the right to receive distributions<\/span>.\n\t\t\t“Relocated protected series<\/span>” means a protected series of a non-surviving company<\/span><\/span> which, after a merger<\/span> under § 13.1-1099.16<\/a>, continues in uninterrupted existence as a protected series of the surviving company<\/span>.\n\t\t\t“Surviving company<\/span>” means a merging company<\/span> that is the survivor<\/span> of a merger under § 13.1-1099.16<\/a>.\n\t\t\t“Survivor<\/span>” has the same meaning as specified in § 13.1-1069.1<\/a>. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nDEFINITIONS (\u00a7 13.1-1088)\n\nAs used in this article, unless the context requires a different meaning:\n\t\t“After a merger” or “after the merger” means when a\nmerger under \u00a7 13.1-1099.16 becomes effective and afterwards.\n\t\t“Asset” means property:\n\n1. In which a series limited liability company or protected series has rights;\nor\n\n2. As to which the series limited liability company or protected series has the\npower to transfer rights.\n\t\t\t“Associated asset” means an asset that meets the requirements\nstated in § 13.1-1099.2.\n\t\t\t“Associated member” means, with respect to a protected series, a\nmember that meets the requirements stated in § 13.1-1099.3.\n\t\t\t“Before a merger” or “before the merger” means before\na merger under § 13.1-1099.16 becomes effective.\n\t\t\t“Continuing protected series” means a protected series of a\nsurviving company that continues in uninterrupted existence after a merger under\n§ 13.1-1099.16.\n\t\t\t“Merging company” means a limited liability company that is party\nto a merger under § 13.1-1099.16.\n\t\t\t“Non-associated asset” means:\n\n1. An asset of a series limited liability company that is not an associated\nasset of the series limited liability company; or\n\n2. Any asset of a protected series of the series limited liability company that\nis not an associated asset of the protected series.\n\t\t\t“Non-surviving company” means a merging company whose separate\nexistence ceases after a merger under § 13.1-1099.16.\n\t\t\t“Principal office of the protected series” means the office, in\nor out of the Commonwealth, where the principal executive offices of a protected\nseries of a domestic or foreign series limited liability company are located or,\nif there are no such offices, the office, in or out of the Commonwealth, so\ndesignated by the protected series. The designation of the principal office of a\nprotected series in the most recent statement of change filed pursuant to §\n13.1-1018.1 and subsection G of § 13.1-1095 shall be conclusive for the\npurpose of this chapter.\n\t\t\t“Protected series assignee” means a person to which all or part\nof a protected series membership interest of a protected series of a series\nlimited liability company has been transferred, other than the series limited\nliability company. “Protected series assignee” includes a person\nthat owns a protected series membership interest as a result of ceasing to be an\nassociated member of a protected series.\n\t\t\t“Protected series manager” means a person under whose authority\nthe powers of a protected series are exercised and under whose direction the\nactivities and affairs of the protected series are managed pursuant to the\noperating agreement, this article, and other provisions of this chapter.\n\t\t\t“Protected series membership interest” means the share of the\nprofits and losses of a protected series and the right to receive distributions.\n\t\t\t“Relocated protected series” means a protected series of a\nnon-surviving company which, after a merger under § 13.1-1099.16, continues\nin uninterrupted existence as a protected series of the surviving company.\n\t\t\t“Surviving company” means a merging company that is the survivor\nof a merger under § 13.1-1099.16.\n\t\t\t“Survivor” has the same meaning as specified in §\n13.1-1069.1.\n\nHISTORY: 2019, c. 636.","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}}