{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/13.1-717.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/13.1-717.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/13.1-717.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/13.1-717.html"}],"law_id":82947,"edition_id":1,"section_id":82947,"structure_id":16429,"section_number":"13.1-717","catch_line":"Share exchange","history":"Code 1950, \u00a7 13.1-69.1; 1975, c. 500; 1980, c. 90; 1985, c. 522; 2005, c. 765; 2015, c. 611; 2019, c. 734.","full_text":"A\n\nThrough a share exchange:1\n\nA domestic corporation may acquire all of the shares of one or more classes or series of shares of another domestic or foreign corporation, or all of the eligible interests of one or more classes or series of eligible interests of a domestic or foreign eligible entity, as well as rights to acquire any such shares or eligible interests, in exchange for shares or other securities, eligible interests, obligations, rights to acquire shares, other securities or eligible interests, cash, other property or any combination of the foregoing, pursuant to a plan of share exchange; or2\n\nAll of the shares of one or more classes or series of shares of a domestic corporation, as well as rights to acquire any such shares, may be acquired by another domestic or foreign corporation or other eligible entity, in exchange for shares or other securities, eligible interests, obligations, rights to acquire shares, other securities or eligible interests, cash, other property or any combination of the foregoing, pursuant to a plan of share exchange.B\n\nA foreign corporation or eligible entity may be a party to a share exchange only if the share exchange is permitted by the organic law under which the corporation or eligible entity is organized or by which it is governed.C\n\nIf the organic law or organic rules of a domestic eligible entity do not provide procedures for the approval of a share exchange, a plan of share exchange may be adopted and approved, and the share exchange effectuated, in accordance with the procedures, if any, for a merger.D\n\nThe plan of share exchange shall include:1\n\nThe name, jurisdiction of formation, and type of entity of each acquired entity and the name, jurisdiction of formation, and type of entity of the acquiring entity;2\n\nThe terms and conditions of the share exchange;3\n\nThe manner and basis of exchanging shares of a domestic or foreign corporation or eligible interests in a domestic or foreign eligible entity whose shares or eligible interests will be acquired under the share exchange into shares or other securities, eligible interests, obligations, rights to acquire shares, other securities or eligible interests, cash, other property or any combination of the foregoing;4\n\nThe manner and basis for exchanging any rights to acquire shares of a domestic or foreign corporation or eligible interests in a domestic or foreign eligible entity whose shares or eligible interests will be acquired under the share exchange into shares or other securities, eligible interests, obligations, rights to acquire shares, other securities or eligible interests, cash, other property or any combination of the foregoing; and5\n\nAny other provisions required by the organic law governing any foreign corporation or eligible entity that is a party to the share exchange or its articles of incorporation or organic rules.E\n\nIn addition to the requirements of subsection D, the plan of share exchange may contain any other provision not prohibited by law.F\n\nTerms of a plan of share exchange may be made dependent on facts objectively ascertainable outside the plan in accordance with subsection L of § 13.1-604.G\n\nUnless the plan of share exchange provides otherwise, the plan of share exchange may be amended prior to the effective date of the certificate of share exchange, but if the shareholders of a domestic corporation that is a party to the share exchange are required by any provision of this chapter to vote on the plan, the plan may not be amended subsequent to approval of the plan by such shareholders to change any of the following, unless the amendment is subject to the approval of the shareholders:1\n\nThe amount or kind of shares or other securities, eligible interests, obligations, rights to acquire shares, other securities or eligible interests, cash, or other property or any combination of the foregoing to be issued by the corporation or to be received under the plan by the shareholders, of the acquired entity; or2\n\nAny of the other terms or conditions of the plan if the change would adversely affect such shareholders in any material respect.H\n\nThis section does not limit the power of a domestic corporation to acquire shares of another domestic or foreign corporation or eligible interests in an eligible entity in a transaction other than a share exchange.","order_by":null,"text":{"0":{"id":297302,"text":"Through a share exchange:","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"next_prefix":"A1"},"1":{"id":297303,"text":"A domestic corporation may acquire all of the shares of one or more classes or series of shares of another domestic or foreign corporation, or all of the eligible interests of one or more classes or series of eligible interests of a domestic or foreign eligible entity, as well as rights to acquire any such shares or eligible interests, in exchange for shares or other securities, eligible interests, obligations, rights to acquire shares, other securities or eligible interests, cash, other property or any combination of the foregoing, pursuant to a plan of share exchange; or","type":"section","prefixes":["A","1"],"prefix":"1","entire_prefix":"A1","prefix_anchor":"A1","level":2,"prior_prefix":"A","next_prefix":"A2"},"2":{"id":297304,"text":"All of the shares of one or more classes or series of shares of a domestic corporation, as well as rights to acquire any such shares, may be acquired by another domestic or foreign corporation or other eligible entity, in exchange for shares or other securities, eligible interests, obligations, rights to acquire shares, other securities or eligible interests, cash, other property or any combination of the foregoing, pursuant to a plan of share exchange.","type":"section","prefixes":["A","2"],"prefix":"2","entire_prefix":"A2","prefix_anchor":"A2","level":2,"prior_prefix":"A1","next_prefix":"B"},"3":{"id":297305,"text":"A foreign corporation or eligible entity may be a party to a share exchange only if the share exchange is permitted by the organic law under which the corporation or eligible entity is organized or by which it is governed.","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A2","next_prefix":"C"},"4":{"id":297306,"text":"If the organic law or organic rules of a domestic eligible entity do not provide procedures for the approval of a share exchange, a plan of share exchange may be adopted and approved, and the share exchange effectuated, in accordance with the procedures, if any, for a merger.","type":"section","prefixes":["C"],"prefix":"C","entire_prefix":"C","prefix_anchor":"C","level":1,"prior_prefix":"B","next_prefix":"D"},"5":{"id":297307,"text":"The plan of share exchange shall include:","type":"section","prefixes":["D"],"prefix":"D","entire_prefix":"D","prefix_anchor":"D","level":1,"prior_prefix":"C","next_prefix":"D1"},"6":{"id":297308,"text":"The name, jurisdiction of formation, and type of entity of each acquired entity and the name, jurisdiction of formation, and type of entity of the acquiring entity;","type":"section","prefixes":["D","1"],"prefix":"1","entire_prefix":"D1","prefix_anchor":"D1","level":2,"prior_prefix":"D","next_prefix":"D2"},"7":{"id":297309,"text":"The terms and conditions of the share exchange;","type":"section","prefixes":["D","2"],"prefix":"2","entire_prefix":"D2","prefix_anchor":"D2","level":2,"prior_prefix":"D1","next_prefix":"D3"},"8":{"id":297310,"text":"The manner and basis of exchanging shares of a domestic or foreign corporation or eligible interests in a domestic or foreign eligible entity whose shares or eligible interests will be acquired under the share exchange into shares or other securities, eligible interests, obligations, rights to acquire shares, other securities or eligible interests, cash, other property or any combination of the foregoing;","type":"section","prefixes":["D","3"],"prefix":"3","entire_prefix":"D3","prefix_anchor":"D3","level":2,"prior_prefix":"D2","next_prefix":"D4"},"9":{"id":297311,"text":"The manner and basis for exchanging any rights to acquire shares of a domestic or foreign corporation or eligible interests in a domestic or foreign eligible entity whose shares or eligible interests will be acquired under the share exchange into shares or other securities, eligible interests, obligations, rights to acquire shares, other securities or eligible interests, cash, other property or any combination of the foregoing; and","type":"section","prefixes":["D","4"],"prefix":"4","entire_prefix":"D4","prefix_anchor":"D4","level":2,"prior_prefix":"D3","next_prefix":"D5"},"10":{"id":297312,"text":"Any other provisions required by the organic law governing any foreign corporation or eligible entity that is a party to the share exchange or its articles of incorporation or organic rules.","type":"section","prefixes":["D","5"],"prefix":"5","entire_prefix":"D5","prefix_anchor":"D5","level":2,"prior_prefix":"D4","next_prefix":"E"},"11":{"id":297313,"text":"In addition to the requirements of subsection D, the plan of share exchange may contain any other provision not prohibited by law.","type":"section","prefixes":["E"],"prefix":"E","entire_prefix":"E","prefix_anchor":"E","level":1,"prior_prefix":"D5","next_prefix":"F"},"12":{"id":297314,"text":"Terms of a plan of share exchange may be made dependent on facts objectively ascertainable outside the plan in accordance with subsection L of § 13.1-604.","type":"section","prefixes":["F"],"prefix":"F","entire_prefix":"F","prefix_anchor":"F","level":1,"prior_prefix":"E","next_prefix":"G"},"13":{"id":297315,"text":"Unless the plan of share exchange provides otherwise, the plan of share exchange may be amended prior to the effective date of the certificate of share exchange, but if the shareholders of a domestic corporation that is a party to the share exchange are required by any provision of this chapter to vote on the plan, the plan may not be amended subsequent to approval of the plan by such shareholders to change any of the following, unless the amendment is subject to the approval of the shareholders:","type":"section","prefixes":["G"],"prefix":"G","entire_prefix":"G","prefix_anchor":"G","level":1,"prior_prefix":"F","next_prefix":"G1"},"14":{"id":297316,"text":"The amount or kind of shares or other securities, eligible interests, obligations, rights to acquire shares, other securities or eligible interests, cash, or other property or any combination of the foregoing to be issued by the corporation or to be received under the plan by the shareholders, of the acquired entity; or","type":"section","prefixes":["G","1"],"prefix":"1","entire_prefix":"G1","prefix_anchor":"G1","level":2,"prior_prefix":"G","next_prefix":"G2"},"15":{"id":297317,"text":"Any of the other terms or conditions of the plan if the change would adversely affect such shareholders in any material respect.","type":"section","prefixes":["G","2"],"prefix":"2","entire_prefix":"G2","prefix_anchor":"G2","level":2,"prior_prefix":"G1","next_prefix":"H"},"16":{"id":297318,"text":"This section does not limit the power of a domestic corporation to acquire shares of another domestic or foreign corporation or eligible interests in an eligible entity in a transaction other than a share exchange.","type":"section","prefixes":["H"],"prefix":"H","entire_prefix":"H","prefix_anchor":"H","level":1,"prior_prefix":"G2"}},"ancestry":[{"id":16429,"edition_id":1,"name":"Mergers and Share Exchanges","identifier":"12","label":"article","depth":3,"order_by":1,"parent_id":12983,"metadata":{},"date_created":"2026-06-26 04:17:39","date_modified":"2026-06-26 04:17:39","permalink":{"id":150357,"object_type":"structure","relational_id":16429,"identifier":"12","token":"13.1\/9\/12","url":"\/13.1\/9\/12\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12983,"edition_id":1,"name":"Virginia Stock Corporation Act","identifier":"9","label":"chapter","depth":2,"order_by":1,"parent_id":12744,"metadata":{},"date_created":"2026-06-26 03:44:06","date_modified":"2026-06-26 03:44:06","permalink":{"id":150163,"object_type":"structure","relational_id":12983,"identifier":"9","token":"13.1\/9","url":"\/13.1\/9\/","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":85057,"structure_id":16429,"section_number":"13.1-715.1","catch_line":"Definitions","url":"\/13.1-715.1\/","token":"13.1\/9\/12\/13.1-715.1","metadata":false},{"id":73648,"structure_id":16429,"section_number":"13.1-716","catch_line":"Merger","url":"\/13.1-716\/","token":"13.1\/9\/12\/13.1-716","metadata":false},{"id":82947,"structure_id":16429,"section_number":"13.1-717","catch_line":"Share exchange","url":"\/13.1-717\/","token":"13.1\/9\/12\/13.1-717","metadata":false},{"id":78280,"structure_id":16429,"section_number":"13.1-718","catch_line":"Action on a plan of merger or share exchange","url":"\/13.1-718\/","token":"13.1\/9\/12\/13.1-718","metadata":false},{"id":76745,"structure_id":16429,"section_number":"13.1-719","catch_line":"Merger between parent and subsidiary or between subsidiaries","url":"\/13.1-719\/","token":"13.1\/9\/12\/13.1-719","metadata":false},{"id":69231,"structure_id":16429,"section_number":"13.1-719.1","catch_line":"Formation of a holding company","url":"\/13.1-719.1\/","token":"13.1\/9\/12\/13.1-719.1","metadata":false},{"id":68388,"structure_id":16429,"section_number":"13.1-720","catch_line":"Articles of merger or share exchange","url":"\/13.1-720\/","token":"13.1\/9\/12\/13.1-720","metadata":false},{"id":71539,"structure_id":16429,"section_number":"13.1-721","catch_line":"Effect of merger or share exchange","url":"\/13.1-721\/","token":"13.1\/9\/12\/13.1-721","metadata":false},{"id":76924,"structure_id":16429,"section_number":"13.1-721.1","catch_line":"Abandonment of a merger or share exchange","url":"\/13.1-721.1\/","token":"13.1\/9\/12\/13.1-721.1","metadata":false}],"previous_section":{"id":73648,"structure_id":16429,"section_number":"13.1-716","catch_line":"Merger","url":"\/13.1-716\/","token":"13.1\/9\/12\/13.1-716","metadata":false},"next_section":{"id":78280,"structure_id":16429,"section_number":"13.1-718","catch_line":"Action on a plan of merger or share exchange","url":"\/13.1-718\/","token":"13.1\/9\/12\/13.1-718","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/13.1-717\/","history_text":"

The record of this law\u2019s original creation isn\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 1975, chapter 500; in 1980, chapter 90; in 1985, chapter 522; in 2005, chapter 765<\/a>; in 2015, chapter 611<\/a>; in 2019, chapter 734<\/a>.<\/p>","references":[{"id":83518,"section_number":"13.1-603","catch_line":"Definitions","order_by":null,"url":"\/13.1-603\/"},{"id":60304,"section_number":"13.1-725","catch_line":"Definitions","order_by":null,"url":"\/13.1-725\/"},{"id":63809,"section_number":"6.2-822","catch_line":"Merger and share exchange by state banks","order_by":null,"url":"\/6.2-822\/"}],"refers_to":false,"permalink":{"id":150367,"object_type":"law","relational_id":82947,"identifier":"13.1-717","token":"13.1\/9\/12\/13.1-717","url":"\/13.1-717\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/13.1-717\/","token":"13.1\/9\/12\/13.1-717","dublin_core":{"Title":"Share exchange","Type":"Text","Format":"text\/html","Identifier":"\u00a7 13.1-717","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

A.<\/span> Through a share exchange<\/span>: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> A domestic corporation<\/span> may acquire all of the shares<\/span> of one or more classes or series of shares<\/span> of another domestic or foreign corporation<\/span>, or all of the eligible interests<\/span> of one or more classes or series of eligible interests<\/span> of a domestic or foreign eligible entity<\/span>, as well as rights to acquire any such shares<\/span> or eligible interests<\/span>, in exchange for shares<\/span> or other securities, eligible interests<\/span>, obligations, rights to acquire shares<\/span>, other securities or eligible interests<\/span>, cash, other property or any combination of the foregoing, pursuant to a plan of share exchange<\/span>; or <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> All of the shares<\/span> of one or more classes or series of shares<\/span> of a domestic corporation<\/span>, as well as rights to acquire any such shares<\/span>, may be acquired by another domestic or foreign corporation<\/span> or other eligible entity<\/span>, in exchange for shares<\/span> or other securities, eligible interests<\/span>, obligations, rights to acquire shares<\/span>, other securities or eligible interests<\/span>, cash, other property or any combination of the foregoing, pursuant to a plan of share exchange<\/span>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

B.<\/span> A foreign corporation<\/span> or eligible entity<\/span> may be a party to a share exchange<\/span> only if the share exchange is permitted by the organic law<\/span> under which the corporation or eligible entity<\/span> is organized or by which it is governed. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

C.<\/span> If the organic law<\/span> or organic rules<\/span> of a domestic eligible entity<\/span> do not provide procedures for the approval of a share exchange, a plan of share exchange may be adopted and approved, and the share exchange effectuated, in accordance with the procedures, if any, for a merger<\/span>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

D.<\/span> The plan of share exchange shall include: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> The name, jurisdiction of formation<\/span>, and type of entity of each acquired entity<\/span> and the name, jurisdiction of formation<\/span>, and type of entity of the acquiring entity<\/span>; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> The terms and conditions of the share exchange; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

3.<\/span> The manner and basis of exchanging shares<\/span> of a domestic or foreign corporation<\/span> or eligible interests<\/span> in a domestic or foreign eligible entity<\/span> whose shares<\/span> or eligible interests<\/span> will be acquired under the share exchange into shares<\/span> or other securities, eligible interests<\/span>, obligations, rights to acquire shares<\/span>, other securities or eligible interests<\/span>, cash, other property or any combination of the foregoing; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

4.<\/span> The manner and basis for exchanging any rights to acquire shares<\/span> of a domestic or foreign corporation<\/span> or eligible interests<\/span> in a domestic or foreign eligible entity<\/span> whose shares<\/span> or eligible interests<\/span> will be acquired under the share exchange into shares<\/span> or other securities, eligible interests<\/span>, obligations, rights to acquire shares<\/span>, other securities or eligible interests<\/span>, cash, other property or any combination of the foregoing; and <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

5.<\/span> Any other provisions required by the organic law<\/span> governing any foreign corporation<\/span> or eligible entity<\/span> that is a party to the share exchange or its articles of incorporation<\/span> or organic rules<\/span>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

E.<\/span> In addition to the requirements of subsection D, the plan of share exchange may contain any other provision not prohibited by law. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

F.<\/span> Terms of a plan of share exchange may be made dependent on facts<\/span> objectively ascertainable outside the plan in accordance with subsection L of § 13.1-604<\/a>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

G.<\/span> Unless the plan of share exchange provides otherwise, the plan of share exchange may be amended prior to the effective date of the certificate of share exchange, but if the shareholders<\/span> of a domestic corporation<\/span> that is a party to the share exchange are required by any provision of this chapter to vote on the plan, the plan may not be amended subsequent to approval of the plan by such shareholders<\/span> to change any of the following, unless the amendment is subject to the approval of the shareholders<\/span>: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> The amount or kind of shares<\/span> or other securities, eligible interests<\/span>, obligations, rights to acquire shares<\/span>, other securities or eligible interests<\/span>, cash, or other property or any combination of the foregoing to be issued by the corporation or to be received under the plan by the shareholders<\/span>, of the acquired entity<\/span>; or <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> Any of the other terms or conditions of the plan if the change would adversely affect such shareholders<\/span> in any material<\/span> respect. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

H.<\/span> This section does not limit the power of a domestic corporation<\/span> to acquire shares<\/span> of another domestic or foreign corporation<\/span> or eligible interests<\/span> in an eligible entity<\/span> in a transaction other than a share exchange. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nSHARE EXCHANGE (\u00a7 13.1-717)\n\nA. Through a share exchange:\n\n 1. A domestic corporation may acquire all of the shares of one or more classes\n or series of shares of another domestic or foreign corporation, or all of the\n eligible interests of one or more classes or series of eligible interests of a\n domestic or foreign eligible entity, as well as rights to acquire any such\n shares or eligible interests, in exchange for shares or other securities,\n eligible interests, obligations, rights to acquire shares, other securities or\n eligible interests, cash, other property or any combination of the foregoing,\n pursuant to a plan of share exchange; or\n\n 2. All of the shares of one or more classes or series of shares of a domestic\n corporation, as well as rights to acquire any such shares, may be acquired by\n another domestic or foreign corporation or other eligible entity, in exchange\n for shares or other securities, eligible interests, obligations, rights to\n acquire shares, other securities or eligible interests, cash, other property\n or any combination of the foregoing, pursuant to a plan of share exchange.\n\nB. A foreign corporation or eligible entity may be a party to a share exchange\nonly if the share exchange is permitted by the organic law under which the\ncorporation or eligible entity is organized or by which it is governed.\n\nC. If the organic law or organic rules of a domestic eligible entity do not\nprovide procedures for the approval of a share exchange, a plan of share\nexchange may be adopted and approved, and the share exchange effectuated, in\naccordance with the procedures, if any, for a merger.\n\nD. The plan of share exchange shall include:\n\n 1. The name, jurisdiction of formation, and type of entity of each acquired\n entity and the name, jurisdiction of formation, and type of entity of the\n acquiring entity;\n\n 2. The terms and conditions of the share exchange;\n\n 3. The manner and basis of exchanging shares of a domestic or foreign\n corporation or eligible interests in a domestic or foreign eligible entity\n whose shares or eligible interests will be acquired under the share exchange\n into shares or other securities, eligible interests, obligations, rights to\n acquire shares, other securities or eligible interests, cash, other property\n or any combination of the foregoing;\n\n 4. The manner and basis for exchanging any rights to acquire shares of a\n domestic or foreign corporation or eligible interests in a domestic or foreign\n eligible entity whose shares or eligible interests will be acquired under the\n share exchange into shares or other securities, eligible interests,\n obligations, rights to acquire shares, other securities or eligible interests,\n cash, other property or any combination of the foregoing; and\n\n 5. Any other provisions required by the organic law governing any foreign\n corporation or eligible entity that is a party to the share exchange or its\n articles of incorporation or organic rules.\n\nE. In addition to the requirements of subsection D, the plan of share exchange\nmay contain any other provision not prohibited by law.\n\nF. Terms of a plan of share exchange may be made dependent on facts objectively\nascertainable outside the plan in accordance with subsection L of §\n13.1-604.\n\nG. Unless the plan of share exchange provides otherwise, the plan of share\nexchange may be amended prior to the effective date of the certificate of share\nexchange, but if the shareholders of a domestic corporation that is a party to\nthe share exchange are required by any provision of this chapter to vote on the\nplan, the plan may not be amended subsequent to approval of the plan by such\nshareholders to change any of the following, unless the amendment is subject to\nthe approval of the shareholders:\n\n 1. The amount or kind of shares or other securities, eligible interests,\n obligations, rights to acquire shares, other securities or eligible interests,\n cash, or other property or any combination of the foregoing to be issued by\n the corporation or to be received under the plan by the shareholders, of the\n acquired entity; or\n\n 2. Any of the other terms or conditions of the plan if the change would\n adversely affect such shareholders in any material respect.\n\nH. This section does not limit the power of a domestic corporation to acquire\nshares of another domestic or foreign corporation or eligible interests in an\neligible entity in a transaction other than a share exchange.\n\nHISTORY: Code 1950, \u00a7 13.1-69.1; 1975, c. 500; 1980, c. 90; 1985, c. 522; 2005,\nc. 765; 2015, c. 611; 2019, c. 734.","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}}