{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/13.1-1274.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/13.1-1274.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/13.1-1274.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/13.1-1274.html"}],"law_id":74923,"edition_id":1,"section_id":74923,"structure_id":14540,"section_number":"13.1-1274","catch_line":"Action on plan of entity conversion","history":"2002, c. 621; 2016, c. 288.","full_text":"A\n\nIn the case of a domestic business trust that is a converting entity, unless the articles of trust or governing instrument of the business trust provides otherwise, the plan of entity conversion shall be approved by the trustees of the business trust in the manner provided in a written governing instrument for amendments to the governing instrument by the trustees or, if no provision is made in the governing instrument, by the sole trustee or a majority of the trustees.B\n\nIn the case of a partnership that is a converting entity, the plan of entity conversion shall be approved by the partners of the partnership in the manner provided in a written partnership agreement for amendments to the partnership agreement by the partners or, if no provision is made in the partnership agreement, by all the partners.C\n\nIn the case of a limited partnership that is a converting entity, the plan of entity conversion shall be approved by the partners of the limited partnership in the manner provided in a written partnership agreement for amendments to the partnership agreement by the partners or, if no provision is made in the partnership agreement, by all the partners.D\n\nIn the case of an other entity that is a converting entity, the plan of entity conversion shall be approved by the persons who have authority to approve the entity conversion in the manner provided in a written governing instrument for amendments to the governing instrument by those persons or, if no provision is made in the governing instrument, by all the persons who have authority to approve the entity conversion on behalf of the other entity.","order_by":null,"text":{"0":{"id":269191,"text":"In the case of a domestic business trust that is a converting entity, unless the articles of trust or governing instrument of the business trust provides otherwise, the plan of entity conversion shall be approved by the trustees of the business trust in the manner provided in a written governing instrument for amendments to the governing instrument by the trustees or, if no provision is made in the governing instrument, by the sole trustee or a majority of the trustees.","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"next_prefix":"B"},"1":{"id":269192,"text":"In the case of a partnership that is a converting entity, the plan of entity conversion shall be approved by the partners of the partnership in the manner provided in a written partnership agreement for amendments to the partnership agreement by the partners or, if no provision is made in the partnership agreement, by all the partners.","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A","next_prefix":"C"},"2":{"id":269193,"text":"In the case of a limited partnership that is a converting entity, the plan of entity conversion shall be approved by the partners of the limited partnership in the manner provided in a written partnership agreement for amendments to the partnership agreement by the partners or, if no provision is made in the partnership agreement, by all the partners.","type":"section","prefixes":["C"],"prefix":"C","entire_prefix":"C","prefix_anchor":"C","level":1,"prior_prefix":"B","next_prefix":"D"},"3":{"id":269194,"text":"In the case of an other entity that is a converting entity, the plan of entity conversion shall be approved by the persons who have authority to approve the entity conversion in the manner provided in a written governing instrument for amendments to the governing instrument by those persons or, if no provision is made in the governing instrument, by all the persons who have authority to approve the entity conversion on behalf of the other entity.","type":"section","prefixes":["D"],"prefix":"D","entire_prefix":"D","prefix_anchor":"D","level":1,"prior_prefix":"C"}},"ancestry":[{"id":14540,"edition_id":1,"name":"Domestication and Conversion","identifier":"12","label":"article","depth":3,"order_by":1,"parent_id":12745,"metadata":{},"date_created":"2026-06-26 03:48:35","date_modified":"2026-06-26 03:48:35","permalink":{"id":149211,"object_type":"structure","relational_id":14540,"identifier":"12","token":"13.1\/14\/12","url":"\/13.1\/14\/12\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12745,"edition_id":1,"name":"Virginia Business Trust 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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":79485,"structure_id":14540,"section_number":"13.1-1264","catch_line":"Definitions","url":"\/13.1-1264\/","token":"13.1\/14\/12\/13.1-1264","metadata":false},{"id":67797,"structure_id":14540,"section_number":"13.1-1265","catch_line":"Domestication","url":"\/13.1-1265\/","token":"13.1\/14\/12\/13.1-1265","metadata":false},{"id":67129,"structure_id":14540,"section_number":"13.1-1266","catch_line":"Plan of domestication","url":"\/13.1-1266\/","token":"13.1\/14\/12\/13.1-1266","metadata":false},{"id":59114,"structure_id":14540,"section_number":"13.1-1267","catch_line":"Action on plan of domestication by a domestic business trust","url":"\/13.1-1267\/","token":"13.1\/14\/12\/13.1-1267","metadata":false},{"id":58042,"structure_id":14540,"section_number":"13.1-1268","catch_line":"Articles of domestication","url":"\/13.1-1268\/","token":"13.1\/14\/12\/13.1-1268","metadata":false},{"id":69025,"structure_id":14540,"section_number":"13.1-1269","catch_line":"Surrender of articles of trust upon domestication","url":"\/13.1-1269\/","token":"13.1\/14\/12\/13.1-1269","metadata":false},{"id":64123,"structure_id":14540,"section_number":"13.1-1270","catch_line":"Effect of domestication","url":"\/13.1-1270\/","token":"13.1\/14\/12\/13.1-1270","metadata":false},{"id":61835,"structure_id":14540,"section_number":"13.1-1271","catch_line":"Abandonment of domestication","url":"\/13.1-1271\/","token":"13.1\/14\/12\/13.1-1271","metadata":false},{"id":55993,"structure_id":14540,"section_number":"13.1-1272","catch_line":"Entity conversion","url":"\/13.1-1272\/","token":"13.1\/14\/12\/13.1-1272","metadata":false},{"id":60773,"structure_id":14540,"section_number":"13.1-1273","catch_line":"Plan of entity conversion","url":"\/13.1-1273\/","token":"13.1\/14\/12\/13.1-1273","metadata":false},{"id":74923,"structure_id":14540,"section_number":"13.1-1274","catch_line":"Action on plan of entity conversion","url":"\/13.1-1274\/","token":"13.1\/14\/12\/13.1-1274","metadata":false},{"id":70667,"structure_id":14540,"section_number":"13.1-1275","catch_line":"Articles of entity conversion","url":"\/13.1-1275\/","token":"13.1\/14\/12\/13.1-1275","metadata":false},{"id":80893,"structure_id":14540,"section_number":"13.1-1276","catch_line":"Effect of entity conversion","url":"\/13.1-1276\/","token":"13.1\/14\/12\/13.1-1276","metadata":false},{"id":61804,"structure_id":14540,"section_number":"13.1-1277","catch_line":"Abandonment of entity conversion","url":"\/13.1-1277\/","token":"13.1\/14\/12\/13.1-1277","metadata":false}],"previous_section":{"id":60773,"structure_id":14540,"section_number":"13.1-1273","catch_line":"Plan of entity conversion","url":"\/13.1-1273\/","token":"13.1\/14\/12\/13.1-1273","metadata":false},"next_section":{"id":70667,"structure_id":14540,"section_number":"13.1-1275","catch_line":"Articles of entity conversion","url":"\/13.1-1275\/","token":"13.1\/14\/12\/13.1-1275","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/13.1-1274\/","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. It has been modified 1 time. 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. That modification is as follows: in 2016, chapter 288<\/a>.<\/p>","references":[{"id":60773,"section_number":"13.1-1273","catch_line":"Plan of entity conversion","order_by":null,"url":"\/13.1-1273\/"},{"id":61804,"section_number":"13.1-1277","catch_line":"Abandonment of entity conversion","order_by":null,"url":"\/13.1-1277\/"}],"refers_to":false,"permalink":{"id":149253,"object_type":"law","relational_id":74923,"identifier":"13.1-1274","token":"13.1\/14\/12\/13.1-1274","url":"\/13.1-1274\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/13.1-1274\/","token":"13.1\/14\/12\/13.1-1274","dublin_core":{"Title":"Action on plan of entity conversion","Type":"Text","Format":"text\/html","Identifier":"\u00a7 13.1-1274","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

A.<\/span> In the case of a domestic business trust<\/span> that is a converting entity<\/span>, unless the articles of trust<\/span> or governing instrument<\/span> of the business trust provides otherwise, the plan of entity conversion<\/span> shall be approved by the trustees<\/span> of the business trust in the manner provided in a written governing instrument<\/span> for amendments to the governing instrument<\/span> by the trustees<\/span> or, if no provision is made in the governing instrument<\/span>, by the sole trustee<\/span> or a majority of the trustees<\/span>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

B.<\/span> In the case of a partnership<\/span> that is a converting entity<\/span>, the plan of entity conversion<\/span> shall be approved by the partners of the partnership<\/span> in the manner provided in a written partnership<\/span> agreement for amendments to the partnership<\/span> agreement by the partners or, if no provision is made in the partnership<\/span> agreement, by all the partners. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

C.<\/span> In the case of a limited partnership<\/span> that is a converting entity<\/span>, the plan of entity conversion<\/span> shall be approved by the partners of the limited partnership<\/span> in the manner provided in a written partnership<\/span> agreement for amendments to the partnership<\/span> agreement by the partners or, if no provision is made in the partnership<\/span> agreement, by all the partners. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

D.<\/span> In the case of an other entity<\/span> that is a converting entity<\/span>, the plan of entity conversion<\/span> shall be approved by the persons<\/span> who have authority to approve the entity conversion<\/span> in the manner provided in a written governing instrument<\/span> for amendments to the governing instrument<\/span> by those persons<\/span> or, if no provision is made in the governing instrument<\/span>, by all the persons<\/span> who have authority to approve the entity conversion<\/span> on behalf of the other entity<\/span>. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nACTION ON PLAN OF ENTITY CONVERSION (\u00a7 13.1-1274)\n\nA. In the case of a domestic business trust that is a converting entity, unless\nthe articles of trust or governing instrument of the business trust provides\notherwise, the plan of entity conversion shall be approved by the trustees of\nthe business trust in the manner provided in a written governing instrument for\namendments to the governing instrument by the trustees or, if no provision is\nmade in the governing instrument, by the sole trustee or a majority of the\ntrustees.\n\nB. In the case of a partnership that is a converting entity, the plan of entity\nconversion shall be approved by the partners of the partnership in the manner\nprovided in a written partnership agreement for amendments to the partnership\nagreement by the partners or, if no provision is made in the partnership\nagreement, by all the partners.\n\nC. In the case of a limited partnership that is a converting entity, the plan of\nentity conversion shall be approved by the partners of the limited partnership\nin the manner provided in a written partnership agreement for amendments to the\npartnership agreement by the partners or, if no provision is made in the\npartnership agreement, by all the partners.\n\nD. In the case of an other entity that is a converting entity, the plan of\nentity conversion shall be approved by the persons who have authority to approve\nthe entity conversion in the manner provided in a written governing instrument\nfor amendments to the governing instrument by those persons or, if no provision\nis made in the governing instrument, by all the persons who have authority to\napprove the entity conversion on behalf of the other entity.\n\nHISTORY: 2002, c. 621; 2016, 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}}