{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/50-73.61.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/50-73.61.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/50-73.61.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/50-73.61.html"}],"law_id":70346,"edition_id":1,"section_id":70346,"structure_id":13654,"section_number":"50-73.61","catch_line":"Transactions not constituting transacting business","history":"1985, c. 607; 1987, c. 305; 1990, c. 343.","full_text":"A\n\nThe following activities, among others, do not constitute transacting business within the meaning of this article:1\n\nMaintaining, defending, or settling any proceeding;2\n\nHolding meetings of its partners or carrying on any other activities concerning its internal affairs;3\n\nMaintaining bank accounts;4\n\nMaintaining offices or agencies for the transfer, exchange and registration of the partnership’s securities or maintaining trustees or depositaries with respect to those securities;5\n\nSelling through independent contractors;6\n\nSoliciting or obtaining orders, whether by mail or through employees or agents or otherwise, if the orders require acceptance outside this Commonwealth before they become contracts;7\n\nCreating or acquiring indebtedness, deeds of trust, and security interests in real or personal property;8\n\nSecuring or collecting debts or enforcing deeds of trust and security interests in property securing the debts;9\n\nOwning, without more, personal property;10\n\nConducting an isolated transaction that is completed within thirty days and that is not one in the course of repeated transactions of a like nature;11\n\nFor a period of less than ninety consecutive days, producing, directing, filming, crewing or acting in motion picture feature films, television series or commercials, or promotional films which are sent outside of the Commonwealth for processing, editing, marketing and distribution; or12\n\nServing, without more, as a general partner of, or as a partner in a partnership which is a general partner of, a domestic or foreign limited partnership which does not otherwise transact business in this Commonwealth.B\n\nThe term “transacting business” as used in this section shall have no effect on personal jurisdiction under § 8.01-328.1.C\n\nThe list of activities in subsection A of this section is not exhaustive. This section does not apply in determining the contracts or activities which may subject a foreign limited partnership to service of process or taxation in this Commonwealth or to regulation under any other law of this Commonwealth.","order_by":null,"text":{"0":{"id":253937,"text":"The following activities, among others, do not constitute transacting business within the meaning of this article:","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"next_prefix":"A1"},"1":{"id":253938,"text":"Maintaining, defending, or settling any proceeding;","type":"section","prefixes":["A","1"],"prefix":"1","entire_prefix":"A1","prefix_anchor":"A1","level":2,"prior_prefix":"A","next_prefix":"A2"},"2":{"id":253939,"text":"Holding meetings of its partners or carrying on any other activities concerning its internal affairs;","type":"section","prefixes":["A","2"],"prefix":"2","entire_prefix":"A2","prefix_anchor":"A2","level":2,"prior_prefix":"A1","next_prefix":"A3"},"3":{"id":253940,"text":"Maintaining bank accounts;","type":"section","prefixes":["A","3"],"prefix":"3","entire_prefix":"A3","prefix_anchor":"A3","level":2,"prior_prefix":"A2","next_prefix":"A4"},"4":{"id":253941,"text":"Maintaining offices or agencies for the transfer, exchange and registration of the partnership’s securities or maintaining trustees or depositaries with respect to those securities;","type":"section","prefixes":["A","4"],"prefix":"4","entire_prefix":"A4","prefix_anchor":"A4","level":2,"prior_prefix":"A3","next_prefix":"A5"},"5":{"id":253942,"text":"Selling through independent contractors;","type":"section","prefixes":["A","5"],"prefix":"5","entire_prefix":"A5","prefix_anchor":"A5","level":2,"prior_prefix":"A4","next_prefix":"A6"},"6":{"id":253943,"text":"Soliciting or obtaining orders, whether by mail or through employees or agents or otherwise, if the orders require acceptance outside this Commonwealth before they become contracts;","type":"section","prefixes":["A","6"],"prefix":"6","entire_prefix":"A6","prefix_anchor":"A6","level":2,"prior_prefix":"A5","next_prefix":"A7"},"7":{"id":253944,"text":"Creating or acquiring indebtedness, deeds of trust, and security interests in real or personal property;","type":"section","prefixes":["A","7"],"prefix":"7","entire_prefix":"A7","prefix_anchor":"A7","level":2,"prior_prefix":"A6","next_prefix":"A8"},"8":{"id":253945,"text":"Securing or collecting debts or enforcing deeds of trust and security interests in property securing the debts;","type":"section","prefixes":["A","8"],"prefix":"8","entire_prefix":"A8","prefix_anchor":"A8","level":2,"prior_prefix":"A7","next_prefix":"A9"},"9":{"id":253946,"text":"Owning, without more, personal property;","type":"section","prefixes":["A","9"],"prefix":"9","entire_prefix":"A9","prefix_anchor":"A9","level":2,"prior_prefix":"A8","next_prefix":"A10"},"10":{"id":253947,"text":"Conducting an isolated transaction that is completed within thirty days and that is not one in the course of repeated transactions of a like nature;","type":"section","prefixes":["A","10"],"prefix":"10","entire_prefix":"A10","prefix_anchor":"A10","level":2,"prior_prefix":"A9","next_prefix":"A11"},"11":{"id":253948,"text":"For a period of less than ninety consecutive days, producing, directing, filming, crewing or acting in motion picture feature films, television series or commercials, or promotional films which are sent outside of the Commonwealth for processing, editing, marketing and distribution; or","type":"section","prefixes":["A","11"],"prefix":"11","entire_prefix":"A11","prefix_anchor":"A11","level":2,"prior_prefix":"A10","next_prefix":"A12"},"12":{"id":253949,"text":"Serving, without more, as a general partner of, or as a partner in a partnership which is a general partner of, a domestic or foreign limited partnership which does not otherwise transact business in this Commonwealth.","type":"section","prefixes":["A","12"],"prefix":"12","entire_prefix":"A12","prefix_anchor":"A12","level":2,"prior_prefix":"A11","next_prefix":"B"},"13":{"id":253950,"text":"The term “transacting business” as used in this section shall have no effect on personal jurisdiction under § 8.01-328.1.","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A12","next_prefix":"C"},"14":{"id":253951,"text":"The list of activities in subsection A of this section is not exhaustive. This section does not apply in determining the contracts or activities which may subject a foreign limited partnership to service of process or taxation in this Commonwealth or to regulation under any other law of this Commonwealth.","type":"section","prefixes":["C"],"prefix":"C","entire_prefix":"C","prefix_anchor":"C","level":1,"prior_prefix":"B"}},"ancestry":[{"id":13654,"edition_id":1,"name":"Foreign Limited Partnerships","identifier":"9","label":"article","depth":3,"order_by":1,"parent_id":13364,"metadata":{},"date_created":"2026-06-26 03:45:29","date_modified":"2026-06-26 03:45:29","permalink":{"id":234629,"object_type":"structure","relational_id":13654,"identifier":"9","token":"50\/2.1\/9","url":"\/50\/2.1\/9\/","edition_id":1,"permalink":0,"preferred":1}},{"id":13364,"edition_id":1,"name":"Virginia Revised Uniform Limited Partnership Act","identifier":"2.1","label":"chapter","depth":2,"order_by":1,"parent_id":12957,"metadata":{},"date_created":"2026-06-26 03:44:43","date_modified":"2026-06-26 03:44:43","permalink":{"id":234243,"object_type":"structure","relational_id":13364,"identifier":"2.1","token":"50\/2.1","url":"\/50\/2.1\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12957,"edition_id":1,"name":"Partnerships","identifier":"50","label":"title","depth":1,"order_by":1,"parent_id":null,"metadata":{},"date_created":"2026-06-26 03:44:04","date_modified":"2026-06-26 03:44:04","permalink":{"id":234229,"object_type":"structure","relational_id":12957,"identifier":"50","token":"50","url":"\/50\/","edition_id":1,"permalink":0,"preferred":1}}],"structure_contents":[{"id":65881,"structure_id":13654,"section_number":"50-73.53","catch_line":"Authority to transact business required; governing law","url":"\/50-73.53\/","token":"50\/2.1\/9\/50-73.53","metadata":false},{"id":81864,"structure_id":13654,"section_number":"50-73.54","catch_line":"Application for certificate of registration","url":"\/50-73.54\/","token":"50\/2.1\/9\/50-73.54","metadata":false},{"id":71201,"structure_id":13654,"section_number":"50-73.55","catch_line":"Repealed","url":"\/50-73.55\/","token":"50\/2.1\/9\/50-73.55","metadata":false},{"id":60508,"structure_id":13654,"section_number":"50-73.56","catch_line":"Name","url":"\/50-73.56\/","token":"50\/2.1\/9\/50-73.56","metadata":false},{"id":84090,"structure_id":13654,"section_number":"50-73.57","catch_line":"Amendments; amended applications for registration","url":"\/50-73.57\/","token":"50\/2.1\/9\/50-73.57","metadata":false},{"id":66797,"structure_id":13654,"section_number":"50-73.57:1","catch_line":"Liability for false statement in application","url":"\/50-73.57_1\/","token":"50\/2.1\/9\/50-73.57_1","metadata":false},{"id":54628,"structure_id":13654,"section_number":"50-73.57:2","catch_line":"Merger of foreign limited partnership registered to transact business in Commonwealth","url":"\/50-73.57_2\/","token":"50\/2.1\/9\/50-73.57_2","metadata":false},{"id":56115,"structure_id":13654,"section_number":"50-73.57:3","catch_line":"Entity conversion of foreign limited partnership registered to transact business in Commonwealth","url":"\/50-73.57_3\/","token":"50\/2.1\/9\/50-73.57_3","metadata":false},{"id":84622,"structure_id":13654,"section_number":"50-73.58","catch_line":"Voluntary cancellation of certificate of registration","url":"\/50-73.58\/","token":"50\/2.1\/9\/50-73.58","metadata":false},{"id":60122,"structure_id":13654,"section_number":"50-73.58:1","catch_line":"Automatic cancellation of certificate of registration","url":"\/50-73.58_1\/","token":"50\/2.1\/9\/50-73.58_1","metadata":false},{"id":70175,"structure_id":13654,"section_number":"50-73.58:2","catch_line":"Involuntary cancellation of certificate of registration","url":"\/50-73.58_2\/","token":"50\/2.1\/9\/50-73.58_2","metadata":false},{"id":71063,"structure_id":13654,"section_number":"50-73.58:3","catch_line":"Reinstatement of a certificate of registration that has been canceled","url":"\/50-73.58_3\/","token":"50\/2.1\/9\/50-73.58_3","metadata":false},{"id":70229,"structure_id":13654,"section_number":"50-73.59","catch_line":"Transaction of business without registration","url":"\/50-73.59\/","token":"50\/2.1\/9\/50-73.59","metadata":false},{"id":73429,"structure_id":13654,"section_number":"50-73.60","catch_line":"Action by Attorney General","url":"\/50-73.60\/","token":"50\/2.1\/9\/50-73.60","metadata":false},{"id":70346,"structure_id":13654,"section_number":"50-73.61","catch_line":"Transactions not constituting transacting business","url":"\/50-73.61\/","token":"50\/2.1\/9\/50-73.61","metadata":false}],"previous_section":{"id":73429,"structure_id":13654,"section_number":"50-73.60","catch_line":"Action by Attorney General","url":"\/50-73.60\/","token":"50\/2.1\/9\/50-73.60","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/50-73.61\/","history_text":"

This law was first created in 1985. The record of its establishment is cataloged in chapter 607 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 1985 \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 1987, chapter 305; in 1990, chapter 343.<\/p>","references":false,"refers_to":false,"permalink":{"id":234687,"object_type":"law","relational_id":70346,"identifier":"50-73.61","token":"50\/2.1\/9\/50-73.61","url":"\/50-73.61\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/50-73.61\/","token":"50\/2.1\/9\/50-73.61","dublin_core":{"Title":"Transactions not constituting transacting business","Type":"Text","Format":"text\/html","Identifier":"\u00a7 50-73.61","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

A.<\/span> The following activities, among others, do not constitute transacting business within the meaning of this article: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> Maintaining, defending, or settling any proceeding; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> Holding meetings of its partners<\/span> or carrying on any other activities concerning its internal affairs; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

3.<\/span> Maintaining bank accounts; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

4.<\/span> Maintaining offices or agencies for the transfer, exchange and registration of the partnership’s securities or maintaining trustees or depositaries with respect to those securities; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

5.<\/span> Selling through independent contractors; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

6.<\/span> Soliciting or obtaining orders<\/span>, whether by mail or through employees or agents or otherwise, if the orders<\/span> require acceptance outside this Commonwealth before they become contracts<\/span>; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

7.<\/span> Creating or acquiring indebtedness, deeds of trust, and security interests in real or personal property; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

8.<\/span> Securing or collecting debts or enforcing deeds of trust and security interests in property securing the debts; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

9.<\/span> Owning, without more, personal property; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

10.<\/span> Conducting an isolated transaction that is completed within thirty days and that is not one in the course of repeated transactions of a like nature; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

11.<\/span> For a period of less than ninety consecutive days, producing, directing, filming, crewing or acting in motion<\/span> picture feature films, television series or commercials, or promotional films which are sent outside of the Commonwealth for processing, editing, marketing and distribution; or <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

12.<\/span> Serving, without more, as a general partner<\/span> of, or as a partner in a partnership which is a general partner<\/span> of, a domestic or foreign limited partnership<\/span> which does not otherwise transact business in this Commonwealth. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

B.<\/span> The term “transacting business” as used in this section shall have no effect on personal jurisdiction<\/span> under § 8.01-328.1<\/a>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

C.<\/span> The list of activities in subsection A of this section is not exhaustive. This section does not apply in determining the contracts<\/span> or activities which may subject a foreign limited partnership<\/span> to service of process<\/span> or taxation in this Commonwealth or to regulation under any other law<\/span> of this Commonwealth. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nTRANSACTIONS NOT CONSTITUTING TRANSACTING BUSINESS (\u00a7 50-73.61)\n\nA. The following activities, among others, do not constitute transacting\nbusiness within the meaning of this article:\n\n 1. Maintaining, defending, or settling any proceeding;\n\n 2. Holding meetings of its partners or carrying on any other activities\n concerning its internal affairs;\n\n 3. Maintaining bank accounts;\n\n 4. Maintaining offices or agencies for the transfer, exchange and registration\n of the partnership’s securities or maintaining trustees or depositaries\n with respect to those securities;\n\n 5. Selling through independent contractors;\n\n 6. Soliciting or obtaining orders, whether by mail or through employees or\n agents or otherwise, if the orders require acceptance outside this\n Commonwealth before they become contracts;\n\n 7. Creating or acquiring indebtedness, deeds of trust, and security interests\n in real or personal property;\n\n 8. Securing or collecting debts or enforcing deeds of trust and security\n interests in property securing the debts;\n\n 9. Owning, without more, personal property;\n\n 10. Conducting an isolated transaction that is completed within thirty days\n and that is not one in the course of repeated transactions of a like nature;\n\n 11. For a period of less than ninety consecutive days, producing, directing,\n filming, crewing or acting in motion picture feature films, television series\n or commercials, or promotional films which are sent outside of the\n Commonwealth for processing, editing, marketing and distribution; or\n\n 12. Serving, without more, as a general partner of, or as a partner in a\n partnership which is a general partner of, a domestic or foreign limited\n partnership which does not otherwise transact business in this Commonwealth.\n\nB. The term “transacting business” as used in this section shall\nhave no effect on personal jurisdiction under § 8.01-328.1.\n\nC. The list of activities in subsection A of this section is not exhaustive.\nThis section does not apply in determining the contracts or activities which may\nsubject a foreign limited partnership to service of process or taxation in this\nCommonwealth or to regulation under any other law of this Commonwealth.\n\nHISTORY: 1985, c. 607; 1987, c. 305; 1990, c. 343.","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}}