{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/13.1-1221.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/13.1-1221.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/13.1-1221.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/13.1-1221.html"}],"law_id":65059,"edition_id":1,"section_id":65059,"structure_id":12746,"section_number":"13.1-1221","catch_line":"Change of registered office or registered agent","history":"2002, c. 621; 2003, c. 597; 2010, c. 434.","full_text":"A\n\nA business trust or a foreign business trust registered to transact business in the Commonwealth may change its registered office or registered agent, or both, upon filing with the Commission a statement of change on a form prescribed and furnished by the Commission that sets forth:1\n\nThe name of the business trust or foreign business trust;2\n\nThe address of its current registered office;3\n\nIf the current registered office is to be changed, the post office address, including the street and number, if any, of the new registered office, and the name of the city or county in which it is to be located;4\n\nThe name of its current registered agent;5\n\nIf the current registered agent is to be changed, the name of the new registered agent; and6\n\nThat after the change or changes are made, the domestic or foreign business trust will be in compliance with the requirements of &#xA7; 13.1-1220.B\n\nA statement of change shall forthwith be filed with the Commission by a domestic or foreign business trust whenever its registered agent dies, resigns or ceases to satisfy the requirements of &#xA7; 13.1-1220.C\n\nA domestic or foreign business trust&#8217;s registered agent may sign a statement as required above if (i) the business address of the registered agent changes to another post office address within the Commonwealth or (ii) the name of a registered agent has been legally changed. A domestic or foreign business trust&#8217;s new registered agent may sign and submit for filing a statement as required above if (a) the former registered agent is a business entity that has been merged into the new registered agent, (b) the instrument of merger is on record in the office of the clerk of the Commission, and (c) the new registered agent is an entity that is qualified to serve as a registered agent pursuant to &#xA7; 13.1-1220. In either instance, the registered agent or surviving entity shall forthwith file a statement as required above, which shall recite that a copy of the statement shall be mailed to the principal office address of the domestic or foreign business trust on or before the business day following the day on which the statement is filed.","order_by":null,"text":{"0":{"id":236805,"text":"A business trust or a foreign business trust registered to transact business in the Commonwealth may change its registered office or registered agent, or both, upon filing with the Commission a statement of change on a form prescribed and furnished by the Commission that sets forth:","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"next_prefix":"A1"},"1":{"id":236806,"text":"The name of the business trust or foreign business trust;","type":"section","prefixes":["A","1"],"prefix":"1","entire_prefix":"A1","prefix_anchor":"A1","level":2,"prior_prefix":"A","next_prefix":"A2"},"2":{"id":236807,"text":"The address of its current registered office;","type":"section","prefixes":["A","2"],"prefix":"2","entire_prefix":"A2","prefix_anchor":"A2","level":2,"prior_prefix":"A1","next_prefix":"A3"},"3":{"id":236808,"text":"If the current registered office is to be changed, the post office address, including the street and number, if any, of the new registered office, and the name of the city or county in which it is to be located;","type":"section","prefixes":["A","3"],"prefix":"3","entire_prefix":"A3","prefix_anchor":"A3","level":2,"prior_prefix":"A2","next_prefix":"A4"},"4":{"id":236809,"text":"The name of its current registered agent;","type":"section","prefixes":["A","4"],"prefix":"4","entire_prefix":"A4","prefix_anchor":"A4","level":2,"prior_prefix":"A3","next_prefix":"A5"},"5":{"id":236810,"text":"If the current registered agent is to be changed, the name of the new registered agent; and","type":"section","prefixes":["A","5"],"prefix":"5","entire_prefix":"A5","prefix_anchor":"A5","level":2,"prior_prefix":"A4","next_prefix":"A6"},"6":{"id":236811,"text":"That after the change or changes are made, the domestic or foreign business trust will be in compliance with the requirements of &#xA7; 13.1-1220.","type":"section","prefixes":["A","6"],"prefix":"6","entire_prefix":"A6","prefix_anchor":"A6","level":2,"prior_prefix":"A5","next_prefix":"B"},"7":{"id":236812,"text":"A statement of change shall forthwith be filed with the Commission by a domestic or foreign business trust whenever its registered agent dies, resigns or ceases to satisfy the requirements of &#xA7; 13.1-1220.","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A6","next_prefix":"C"},"8":{"id":236813,"text":"A domestic or foreign business trust&#8217;s registered agent may sign a statement as required above if (i) the business address of the registered agent changes to another post office address within the Commonwealth or (ii) the name of a registered agent has been legally changed. A domestic or foreign business trust&#8217;s new registered agent may sign and submit for filing a statement as required above if (a) the former registered agent is a business entity that has been merged into the new registered agent, (b) the instrument of merger is on record in the office of the clerk of the Commission, and (c) the new registered agent is an entity that is qualified to serve as a registered agent pursuant to &#xA7; 13.1-1220. In either instance, the registered agent or surviving entity shall forthwith file a statement as required above, which shall recite that a copy of the statement shall be mailed to the principal office address of the domestic or foreign business trust on or before the business day following the day on which the statement is filed.","type":"section","prefixes":["C"],"prefix":"C","entire_prefix":"C","prefix_anchor":"C","level":1,"prior_prefix":"B"}},"ancestry":[{"id":12746,"edition_id":1,"name":"Registered Office and Agent","identifier":"3","label":"article","depth":3,"order_by":1,"parent_id":12745,"metadata":{},"date_created":"2026-06-26 03:43:51","date_modified":"2026-06-26 03:43:51","permalink":{"id":149351,"object_type":"structure","relational_id":12746,"identifier":"3","token":"13.1\/14\/3","url":"\/13.1\/14\/3\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12745,"edition_id":1,"name":"Virginia Business Trust Act","identifier":"14","label":"chapter","depth":2,"order_by":1,"parent_id":12744,"metadata":{},"date_created":"2026-06-26 03:43:51","date_modified":"2026-06-26 03:43:51","permalink":{"id":149111,"object_type":"structure","relational_id":12745,"identifier":"14","token":"13.1\/14","url":"\/13.1\/14\/","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":56811,"structure_id":12746,"section_number":"13.1-1220","catch_line":"Registered office and registered agent","url":"\/13.1-1220\/","token":"13.1\/14\/3\/13.1-1220","metadata":false},{"id":65059,"structure_id":12746,"section_number":"13.1-1221","catch_line":"Change of registered office or registered agent","url":"\/13.1-1221\/","token":"13.1\/14\/3\/13.1-1221","metadata":false},{"id":84513,"structure_id":12746,"section_number":"13.1-1222","catch_line":"Resignation of registered agent","url":"\/13.1-1222\/","token":"13.1\/14\/3\/13.1-1222","metadata":false},{"id":53949,"structure_id":12746,"section_number":"13.1-1223","catch_line":"Service on business trust","url":"\/13.1-1223\/","token":"13.1\/14\/3\/13.1-1223","metadata":false}],"previous_section":{"id":56811,"structure_id":12746,"section_number":"13.1-1220","catch_line":"Registered office and registered agent","url":"\/13.1-1220\/","token":"13.1\/14\/3\/13.1-1220","metadata":false},"next_section":{"id":84513,"structure_id":12746,"section_number":"13.1-1222","catch_line":"Resignation of registered agent","url":"\/13.1-1222\/","token":"13.1\/14\/3\/13.1-1222","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/13.1-1221\/","history_text":"<p>This law was first created in 2002. The record of its establishment is cataloged in chapter <a href=\"https:\/\/legacylis.virginia.gov\/cgi-bin\/legp604.exe?021+ful+CHAP0621\">621<\/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. It has been modified 2 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 2003, chapter <a href=\"https:\/\/legacylis.virginia.gov\/cgi-bin\/legp604.exe?031+ful+CHAP0597\">597<\/a>; in 2010, chapter <a href=\"https:\/\/legacylis.virginia.gov\/cgi-bin\/legp604.exe?101+ful+CHAP0434\">434<\/a>.<\/p>","references":[{"id":57174,"section_number":"13.1-1216","catch_line":"Amendment of articles of trust","order_by":null,"url":"\/13.1-1216\/"},{"id":81214,"section_number":"13.1-1217","catch_line":"Restatement of articles of trust","order_by":null,"url":"\/13.1-1217\/"},{"id":84513,"section_number":"13.1-1222","catch_line":"Resignation of registered agent","order_by":null,"url":"\/13.1-1222\/"},{"id":60423,"section_number":"13.1-1238.1","catch_line":"Automatic cancellation of business trust existence","order_by":null,"url":"\/13.1-1238.1\/"},{"id":66132,"section_number":"13.1-1246.1","catch_line":"Automatic cancellation of registration","order_by":null,"url":"\/13.1-1246.1\/"},{"id":62944,"section_number":"13.1-1255","catch_line":"Payment of fees, fines, penalties, and interest prerequisite to Commission action; refunds","order_by":null,"url":"\/13.1-1255\/"}],"refers_to":[{"id":56811,"section_number":"13.1-1220","catch_line":"Registered office and registered agent","order_by":null,"url":"\/13.1-1220\/"}],"permalink":{"id":149357,"object_type":"law","relational_id":65059,"identifier":"13.1-1221","token":"13.1\/14\/3\/13.1-1221","url":"\/13.1-1221\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/13.1-1221\/","token":"13.1\/14\/3\/13.1-1221","dublin_core":{"Title":"Change of registered office or registered agent","Type":"Text","Format":"text\/html","Identifier":"\u00a7 13.1-1221","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t<section id=\"A\"><p><span class=\"prefix-number\">A.<\/span> A business trust or a <span class=\"dictionary\">foreign business trust<\/span> registered to transact business in the Commonwealth may change its registered office or registered agent, or both, upon filing with the <span class=\"dictionary\">Commission<\/span> a statement of change on a form prescribed and furnished by the <span class=\"dictionary\">Commission<\/span> that sets forth: <a id=\"paragraph-236805\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/13.1-1221\/#A\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"A1\" class=\"indent-1\"><p><span class=\"prefix-number\">1.<\/span> The name of the business trust or <span class=\"dictionary\">foreign business trust<\/span>; <a id=\"paragraph-236806\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/13.1-1221\/#A1\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"A2\" class=\"indent-1\"><p><span class=\"prefix-number\">2.<\/span> The address of its current registered office; <a id=\"paragraph-236807\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/13.1-1221\/#A2\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"A3\" class=\"indent-1\"><p><span class=\"prefix-number\">3.<\/span> If the current registered office is to be changed, the post office address, including the street and number, if any, of the new registered office, and the name of the city or county in which it is to be located; <a id=\"paragraph-236808\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/13.1-1221\/#A3\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"A4\" class=\"indent-1\"><p><span class=\"prefix-number\">4.<\/span> The name of its current registered agent; <a id=\"paragraph-236809\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/13.1-1221\/#A4\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"A5\" class=\"indent-1\"><p><span class=\"prefix-number\">5.<\/span> If the current registered agent is to be changed, the name of the new registered agent; and <a id=\"paragraph-236810\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/13.1-1221\/#A5\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"A6\" class=\"indent-1\"><p><span class=\"prefix-number\">6.<\/span> That after the change or changes are made, the domestic or <span class=\"dictionary\">foreign business trust<\/span> will be in compliance with the requirements of &#xA7; <a class=\"law\" title=\"Registered office and registered agent\" href=\"\/13.1-1220\/\">13.1-1220<\/a>. <a id=\"paragraph-236811\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/13.1-1221\/#A6\"><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> A statement of change shall forthwith be filed with the <span class=\"dictionary\">Commission<\/span> by a domestic or <span class=\"dictionary\">foreign business trust<\/span> whenever its registered agent dies, resigns or ceases to satisfy the requirements of &#xA7; <a class=\"law\" title=\"Registered office and registered agent\" href=\"\/13.1-1220\/\">13.1-1220<\/a>. <a id=\"paragraph-236812\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/13.1-1221\/#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> A domestic or <span class=\"dictionary\">foreign business trust<\/span>&#8217;s registered agent may sign a statement as required above if (i) the business address of the registered agent changes to another post office address within the Commonwealth or (ii) the name of a registered agent has been legally changed. A domestic or <span class=\"dictionary\">foreign business trust<\/span>&#8217;s new registered agent may sign and submit for filing a statement as required above if (a) the former registered agent is a business <span class=\"dictionary\">entity<\/span> that has been merged into the new registered agent, (b) the instrument of merger is on record in the office of the clerk of the <span class=\"dictionary\">Commission<\/span>, and (c) the new registered agent is an <span class=\"dictionary\">entity<\/span> that is qualified to serve as a registered agent pursuant to &#xA7; <a class=\"law\" title=\"Registered office and registered agent\" href=\"\/13.1-1220\/\">13.1-1220<\/a>. In either instance, the registered agent or surviving <span class=\"dictionary\">entity<\/span> shall forthwith file a statement as required above, which shall recite that a copy of the statement shall be mailed to the principal office address of the domestic or <span class=\"dictionary\">foreign business trust<\/span> on or before the business day following the day on which the statement is filed. <a id=\"paragraph-236813\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/13.1-1221\/#C\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>","plain_text":"                                 CODE OF VIRGINIA\n\nCHANGE OF REGISTERED OFFICE OR REGISTERED AGENT (\u00a7 13.1-1221)\n\nA. A business trust or a foreign business trust registered to transact business\nin the Commonwealth may change its registered office or registered agent, or\nboth, upon filing with the Commission a statement of change on a form prescribed\nand furnished by the Commission that sets forth:\n\n   1. The name of the business trust or foreign business trust;\n\n   2. The address of its current registered office;\n\n   3. If the current registered office is to be changed, the post office address,\n   including the street and number, if any, of the new registered office, and the\n   name of the city or county in which it is to be located;\n\n   4. The name of its current registered agent;\n\n   5. If the current registered agent is to be changed, the name of the new\n   registered agent; and\n\n   6. That after the change or changes are made, the domestic or foreign business\n   trust will be in compliance with the requirements of &#xA7; 13.1-1220.\n\nB. A statement of change shall forthwith be filed with the Commission by a\ndomestic or foreign business trust whenever its registered agent dies, resigns\nor ceases to satisfy the requirements of &#xA7; 13.1-1220.\n\nC. A domestic or foreign business trust&#8217;s registered agent may sign a\nstatement as required above if (i) the business address of the registered agent\nchanges to another post office address within the Commonwealth or (ii) the name\nof a registered agent has been legally changed. A domestic or foreign business\ntrust&#8217;s new registered agent may sign and submit for filing a statement as\nrequired above if (a) the former registered agent is a business entity that has\nbeen merged into the new registered agent, (b) the instrument of merger is on\nrecord in the office of the clerk of the Commission, and (c) the new registered\nagent is an entity that is qualified to serve as a registered agent pursuant to\n&#xA7; 13.1-1220. In either instance, the registered agent or surviving entity\nshall forthwith file a statement as required above, which shall recite that a\ncopy of the statement shall be mailed to the principal office address of the\ndomestic or foreign business trust on or before the business day following the\nday on which the statement is filed.\n\nHISTORY: 2002, c. 621; 2003, c. 597; 2010, c. 434.","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}}