{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/13.1-1240.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/13.1-1240.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/13.1-1240.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/13.1-1240.html"}],"law_id":82921,"edition_id":1,"section_id":82921,"structure_id":15125,"section_number":"13.1-1240","catch_line":"Dissolution of series","history":"2002, c. 621.","full_text":"A\n\nExcept to the extent otherwise provided in the articles of trust or in the governing instrument of the business trust, a series established in accordance with § 13.1-1219 may be dissolved and its affairs wound up without causing the dissolution of the business trust or any other series. Unless otherwise provided in the articles of trust or in the governing instrument of the business trust, the dissolution, winding up, liquidation or termination of the business trust or any series thereof shall not affect the limitation of liability with respect to a series established in accordance with §§ 13.1-1219 and 13.1-1231. A series established in accordance with § 13.1-1219 is dissolved and its affairs shall be wound up at the time or upon the happening of events specified in the governing instrument of the business trust. Except to the extent otherwise provided in the articles of trust or in the governing instrument of a business trust, the death, incapacity, dissolution, termination or bankruptcy of a beneficial owner of such series shall not result in the termination or dissolution of such series and such series may not be terminated or revoked by a beneficial owner of such series or other person except in accordance with the terms of the governing instrument of the business trust.B\n\nUpon dissolution of a series of a business trust, the persons who under the governing instrument of the business trust are responsible for winding up such series’ affairs may, in the name of the business trust and for and on behalf of the business trust and such series, take all actions with respect to the series as are permitted under § 13.1-1236 and shall provide for the claims and obligations of the series and distribute the assets of the series as provided under § 13.1-1237. Any person, including any trustee, who under the governing instrument is responsible for winding up such series’ affairs and who has complied with § 13.1-1237 shall not be personally liable to the claimants of the dissolved series by reason of such person’s actions in winding up the series.","order_by":null,"text":{"0":{"id":297203,"text":"Except to the extent otherwise provided in the articles of trust or in the governing instrument of the business trust, a series established in accordance with § 13.1-1219 may be dissolved and its affairs wound up without causing the dissolution of the business trust or any other series. Unless otherwise provided in the articles of trust or in the governing instrument of the business trust, the dissolution, winding up, liquidation or termination of the business trust or any series thereof shall not affect the limitation of liability with respect to a series established in accordance with §§ 13.1-1219 and 13.1-1231. A series established in accordance with § 13.1-1219 is dissolved and its affairs shall be wound up at the time or upon the happening of events specified in the governing instrument of the business trust. Except to the extent otherwise provided in the articles of trust or in the governing instrument of a business trust, the death, incapacity, dissolution, termination or bankruptcy of a beneficial owner of such series shall not result in the termination or dissolution of such series and such series may not be terminated or revoked by a beneficial owner of such series or other person except in accordance with the terms of the governing instrument of the business trust.","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"next_prefix":"B"},"1":{"id":297204,"text":"Upon dissolution of a series of a business trust, the persons who under the governing instrument of the business trust are responsible for winding up such series’ affairs may, in the name of the business trust and for and on behalf of the business trust and such series, take all actions with respect to the series as are permitted under § 13.1-1236 and shall provide for the claims and obligations of the series and distribute the assets of the series as provided under § 13.1-1237. Any person, including any trustee, who under the governing instrument is responsible for winding up such series’ affairs and who has complied with § 13.1-1237 shall not be personally liable to the claimants of the dissolved series by reason of such person’s actions in winding up the series.","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A"}},"ancestry":[{"id":15125,"edition_id":1,"name":"Dissolution","identifier":"8","label":"article","depth":3,"order_by":1,"parent_id":12745,"metadata":{},"date_created":"2026-06-26 03:52:18","date_modified":"2026-06-26 03:52:18","permalink":{"id":149417,"object_type":"structure","relational_id":15125,"identifier":"8","token":"13.1\/14\/8","url":"\/13.1\/14\/8\/","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":70888,"structure_id":15125,"section_number":"13.1-1234","catch_line":"Dissolution generally","url":"\/13.1-1234\/","token":"13.1\/14\/8\/13.1-1234","metadata":false},{"id":76577,"structure_id":15125,"section_number":"13.1-1235","catch_line":"Judicial dissolution","url":"\/13.1-1235\/","token":"13.1\/14\/8\/13.1-1235","metadata":false},{"id":71409,"structure_id":15125,"section_number":"13.1-1236","catch_line":"Winding up","url":"\/13.1-1236\/","token":"13.1\/14\/8\/13.1-1236","metadata":false},{"id":78638,"structure_id":15125,"section_number":"13.1-1237","catch_line":"Distribution of assets upon dissolution","url":"\/13.1-1237\/","token":"13.1\/14\/8\/13.1-1237","metadata":false},{"id":57615,"structure_id":15125,"section_number":"13.1-1238","catch_line":"Articles of cancellation","url":"\/13.1-1238\/","token":"13.1\/14\/8\/13.1-1238","metadata":false},{"id":60423,"structure_id":15125,"section_number":"13.1-1238.1","catch_line":"Automatic cancellation of business trust existence","url":"\/13.1-1238.1\/","token":"13.1\/14\/8\/13.1-1238.1","metadata":false},{"id":85409,"structure_id":15125,"section_number":"13.1-1238.2","catch_line":"Involuntary cancellation of business trust existence","url":"\/13.1-1238.2\/","token":"13.1\/14\/8\/13.1-1238.2","metadata":false},{"id":82140,"structure_id":15125,"section_number":"13.1-1239","catch_line":"Reinstatement of a business trust that has ceased to exist","url":"\/13.1-1239\/","token":"13.1\/14\/8\/13.1-1239","metadata":false},{"id":82921,"structure_id":15125,"section_number":"13.1-1240","catch_line":"Dissolution of series","url":"\/13.1-1240\/","token":"13.1\/14\/8\/13.1-1240","metadata":false}],"previous_section":{"id":82140,"structure_id":15125,"section_number":"13.1-1239","catch_line":"Reinstatement of a business trust that has ceased to exist","url":"\/13.1-1239\/","token":"13.1\/14\/8\/13.1-1239","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/13.1-1240\/","history_text":"

This law was first created in 2002. The record of its establishment is cataloged in chapter 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.<\/p>","references":false,"refers_to":[{"id":84854,"section_number":"13.1-1219","catch_line":"Governing instrument","order_by":null,"url":"\/13.1-1219\/"},{"id":81837,"section_number":"13.1-1231","catch_line":"Capacity to sue and be sued; process; liabilities and obligations; attachment; seizure of certain assets","order_by":null,"url":"\/13.1-1231\/"},{"id":71409,"section_number":"13.1-1236","catch_line":"Winding up","order_by":null,"url":"\/13.1-1236\/"},{"id":78638,"section_number":"13.1-1237","catch_line":"Distribution of assets upon dissolution","order_by":null,"url":"\/13.1-1237\/"}],"permalink":{"id":149451,"object_type":"law","relational_id":82921,"identifier":"13.1-1240","token":"13.1\/14\/8\/13.1-1240","url":"\/13.1-1240\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/13.1-1240\/","token":"13.1\/14\/8\/13.1-1240","dublin_core":{"Title":"Dissolution of series","Type":"Text","Format":"text\/html","Identifier":"\u00a7 13.1-1240","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

A.<\/span> Except to the extent otherwise provided in the articles of trust<\/span> or in the governing instrument<\/span> of the business trust<\/span>, a series established in accordance with § 13.1-1219<\/a> may be dissolved and its affairs wound up without causing the dissolution of the business trust<\/span> or any other series. Unless otherwise provided in the articles of trust<\/span> or in the governing instrument<\/span> of the business trust<\/span>, the dissolution, winding up, liquidation<\/span> or termination of the business trust<\/span> or any series thereof shall not affect the limitation of liability with respect to a series established in accordance with §§ 13.1-1219<\/a> and 13.1-1231<\/a>. A series established in accordance with § 13.1-1219<\/a> is dissolved and its affairs shall be wound up at the time or upon the happening of events specified in the governing instrument<\/span> of the business trust<\/span>. Except to the extent otherwise provided in the articles of trust<\/span> or in the governing instrument<\/span> of a business trust<\/span>, the death, incapacity, dissolution, termination or bankruptcy<\/span> of a beneficial owner<\/span> of such series shall not result in the termination or dissolution of such series and such series may not be terminated or revoked by a beneficial owner<\/span> of such series or other person<\/span> except in accordance with the terms of the governing instrument<\/span> of the business trust<\/span>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

B.<\/span> Upon dissolution of a series of a business trust<\/span>, the persons<\/span> who under the governing instrument<\/span> of the business trust<\/span> are responsible for winding up such series’ affairs may, in the name of the business trust<\/span> and for and on behalf of the business trust<\/span> and such series, take all actions with respect to the series as are permitted under § 13.1-1236<\/a> and shall provide for the claims and obligations of the series and distribute the assets<\/span> of the series as provided under § 13.1-1237<\/a>. Any person<\/span>, including any trustee<\/span>, who under the governing instrument<\/span> is responsible for winding up such series’ affairs and who has complied with § 13.1-1237<\/a> shall not be personally liable to the claimants of the dissolved series by reason of such person<\/span>’s actions in winding up the series. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nDISSOLUTION OF SERIES (\u00a7 13.1-1240)\n\nA. Except to the extent otherwise provided in the articles of trust or in the\ngoverning instrument of the business trust, a series established in accordance\nwith § 13.1-1219 may be dissolved and its affairs wound up without causing\nthe dissolution of the business trust or any other series. Unless otherwise\nprovided in the articles of trust or in the governing instrument of the business\ntrust, the dissolution, winding up, liquidation or termination of the business\ntrust or any series thereof shall not affect the limitation of liability with\nrespect to a series established in accordance with §§ 13.1-1219 and\n13.1-1231. A series established in accordance with § 13.1-1219 is dissolved\nand its affairs shall be wound up at the time or upon the happening of events\nspecified in the governing instrument of the business trust. Except to the\nextent otherwise provided in the articles of trust or in the governing\ninstrument of a business trust, the death, incapacity, dissolution, termination\nor bankruptcy of a beneficial owner of such series shall not result in the\ntermination or dissolution of such series and such series may not be terminated\nor revoked by a beneficial owner of such series or other person except in\naccordance with the terms of the governing instrument of the business trust.\n\nB. Upon dissolution of a series of a business trust, the persons who under the\ngoverning instrument of the business trust are responsible for winding up such\nseries’ affairs may, in the name of the business trust and for and on\nbehalf of the business trust and such series, take all actions with respect to\nthe series as are permitted under § 13.1-1236 and shall provide for the\nclaims and obligations of the series and distribute the assets of the series as\nprovided under § 13.1-1237. Any person, including any trustee, who under\nthe governing instrument is responsible for winding up such series’\naffairs and who has complied with § 13.1-1237 shall not be personally\nliable to the claimants of the dissolved series by reason of such person’s\nactions in winding up the series.\n\nHISTORY: 2002, c. 621.","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}}