{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/13.1-728.9.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/13.1-728.9.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/13.1-728.9.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/13.1-728.9.html"}],"law_id":60731,"edition_id":1,"section_id":60731,"structure_id":15776,"section_number":"13.1-728.9","catch_line":"Nonexclusivity","history":"1989, c. 14; 2005, c. 765; 2019, c. 734.","full_text":"Except as expressly provided in this article, neither the provisions of this article nor their application to any acquiring person shall limit actions that may be taken, or require the taking of any action, by the board of directors or shareholders with respect to any potential changes in control of any public corporation. Regardless of the applicability of this article, in the case of any action taken or not taken by directors, the provisions of \u00a7 13.1-690 shall apply, and, in determining the best interests of the corporation, a director may consider the possibility that those interests may best be served by the continued independence of the corporation.","order_by":null,"text":{"0":{"id":222045,"text":"Except as expressly provided in this article, neither the provisions of this article nor their application to any acquiring person shall limit actions that may be taken, or require the taking of any action, by the board of directors or shareholders with respect to any potential changes in control of any public corporation. Regardless of the applicability of this article, in the case of any action taken or not taken by directors, the provisions of \u00a7 13.1-690 shall apply, and, in determining the best interests of the corporation, a director may consider the possibility that those interests may best be served by the continued independence of the corporation.","type":"section","prefixes":[""],"prefix":"","entire_prefix":"","prefix_anchor":"","level":1}},"ancestry":[{"id":15776,"edition_id":1,"name":"Control Share Acquisitions","identifier":"14.1","label":"article","depth":3,"order_by":1,"parent_id":12983,"metadata":{},"date_created":"2026-06-26 03:59:22","date_modified":"2026-06-26 03:59:22","permalink":{"id":150507,"object_type":"structure","relational_id":15776,"identifier":"14.1","token":"13.1\/9\/14.1","url":"\/13.1\/9\/14.1\/","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":85315,"structure_id":15776,"section_number":"13.1-728.1","catch_line":"Definitions","url":"\/13.1-728.1\/","token":"13.1\/9\/14.1\/13.1-728.1","metadata":false},{"id":61101,"structure_id":15776,"section_number":"13.1-728.2","catch_line":"Application","url":"\/13.1-728.2\/","token":"13.1\/9\/14.1\/13.1-728.2","metadata":false},{"id":64876,"structure_id":15776,"section_number":"13.1-728.3","catch_line":"Voting rights","url":"\/13.1-728.3\/","token":"13.1\/9\/14.1\/13.1-728.3","metadata":false},{"id":66675,"structure_id":15776,"section_number":"13.1-728.4","catch_line":"Control share acquisition statement","url":"\/13.1-728.4\/","token":"13.1\/9\/14.1\/13.1-728.4","metadata":false},{"id":63612,"structure_id":15776,"section_number":"13.1-728.5","catch_line":"Meeting of shareholders","url":"\/13.1-728.5\/","token":"13.1\/9\/14.1\/13.1-728.5","metadata":false},{"id":66018,"structure_id":15776,"section_number":"13.1-728.6","catch_line":"Notice to shareholders","url":"\/13.1-728.6\/","token":"13.1\/9\/14.1\/13.1-728.6","metadata":false},{"id":61529,"structure_id":15776,"section_number":"13.1-728.7","catch_line":"Redemption","url":"\/13.1-728.7\/","token":"13.1\/9\/14.1\/13.1-728.7","metadata":false},{"id":76494,"structure_id":15776,"section_number":"13.1-728.8","catch_line":"Appraisal rights","url":"\/13.1-728.8\/","token":"13.1\/9\/14.1\/13.1-728.8","metadata":false},{"id":60731,"structure_id":15776,"section_number":"13.1-728.9","catch_line":"Nonexclusivity","url":"\/13.1-728.9\/","token":"13.1\/9\/14.1\/13.1-728.9","metadata":false}],"previous_section":{"id":76494,"structure_id":15776,"section_number":"13.1-728.8","catch_line":"Appraisal rights","url":"\/13.1-728.8\/","token":"13.1\/9\/14.1\/13.1-728.8","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/13.1-728.9\/","history_text":"<p>This law was first created in 1989. The record of its establishment is cataloged in chapter 14 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. Unfortunately, the 1989 \u201cActs\u201d aren\u2019t available online. 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 2005, chapter <a href=\"https:\/\/legacylis.virginia.gov\/cgi-bin\/legp604.exe?051+ful+CHAP0765\">765<\/a>; in 2019, chapter <a href=\"https:\/\/legacylis.virginia.gov\/cgi-bin\/legp604.exe?191+ful+CHAP0734\">734<\/a>.<\/p>","references":false,"refers_to":[{"id":72306,"section_number":"13.1-690","catch_line":"General standards of conduct for director","order_by":null,"url":"\/13.1-690\/"}],"permalink":{"id":150541,"object_type":"law","relational_id":60731,"identifier":"13.1-728.9","token":"13.1\/9\/14.1\/13.1-728.9","url":"\/13.1-728.9\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/13.1-728.9\/","token":"13.1\/9\/14.1\/13.1-728.9","dublin_core":{"Title":"Nonexclusivity","Type":"Text","Format":"text\/html","Identifier":"\u00a7 13.1-728.9","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t<section><p>Except as expressly provided in this article, neither the provisions of this article nor their application to any acquiring <span class=\"dictionary\">person<\/span> shall limit actions that may be taken, or require the taking of any action, by the board of directors or <span class=\"dictionary\">shareholders<\/span> with respect to any potential changes in <span class=\"dictionary\">control<\/span> of any <span class=\"dictionary\">public corporation<\/span>. Regardless of the applicability of this article, in the case of any action taken or not taken by directors, the provisions of \u00a7&nbsp;<a class=\"law\" title=\"General standards of conduct for director\" href=\"\/13.1-690\/\">13.1-690<\/a> shall apply, and, in determining the best <span class=\"dictionary\">interests<\/span> of the corporation, a director may consider the possibility that those <span class=\"dictionary\">interests<\/span> may best be served by the continued independence of the corporation.<\/p><\/section>","plain_text":"                                 CODE OF VIRGINIA\n\nNONEXCLUSIVITY (\u00a7 13.1-728.9)\n\nExcept as expressly provided in this article, neither the provisions of this\narticle nor their application to any acquiring person shall limit actions that\nmay be taken, or require the taking of any action, by the board of directors or\nshareholders with respect to any potential changes in control of any public\ncorporation. Regardless of the applicability of this article, in the case of any\naction taken or not taken by directors, the provisions of \u00a7 13.1-690 shall\napply, and, in determining the best interests of the corporation, a director may\nconsider the possibility that those interests may best be served by the\ncontinued independence of the corporation.\n\nHISTORY: 1989, c. 14; 2005, c. 765; 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}}