{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/6.2-822.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/6.2-822.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/6.2-822.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/6.2-822.html"}],"law_id":63809,"edition_id":1,"section_id":63809,"structure_id":14285,"section_number":"6.2-822","catch_line":"Merger and share exchange by state banks","history":"Code 1950, \u00a7\u00a7 6-20, 6-21; 1952, c. 571; 1956, c. 433; 1966, c. 584, \u00a7\u00a7 6.1-43, 6.1-44; 1970, c. 536; 1987, c. 423; 1995, c. 301; 2005, c. 765; 2010, c. 794.","full_text":"A\n\nVirginia banks as defined in \u00a7 6.2-849 may merge upon compliance with the provisions of Article 12 (\u00a7 13.1-715.1 et seq.) of the Virginia Stock Corporation Act. The provisions of:1\n\nSection 13.1-716 that relate to a merger with a foreign corporation as foreign eligible entity shall not apply, except that the provisions of § 13.1-716 relating to merger shall apply to the merger of a state and a national bank if the national bank is engaged in business in Virginia, and if the state bank is to be the surviving bank; and2\n\nSection 13.1-730 shall not apply to a merger under this section.B\n\nA national bank shall be treated as if it were a foreign corporation and as if the United States were the state where it is organized. A bank may enter into a share exchange, as permitted by § 13.1-717, provided there is also compliance with Chapter 7 (§ 6.2-700 et seq.). The exclusion in subdivision G 3 of § 6.2-705 shall not apply in the case of such an exchange of shares.C\n\nIn the event of a merger authorized by subsection A or B, the merged corporation, whether it be one of merging banks, or a new bank formed by means of such merger, shall without further act or deed succeed to, and be vested with all offices, rights, obligations and relations of trust or of a fiduciary nature, including appointments, designations and nominations, existing immediately prior to the time at which such merger became effective, or then belonging or pertaining to any one or more of the banks, parties to such merger, or which would then inure to any one or more of such banks.D\n\nNo state bank resulting from any merger shall do business in the Commonwealth until it shall have obtained from the Commission a certificate of authority authorizing it to do so. The provisions of § 6.2-816 shall apply to the issuance, or refusal of the Commission to issue, the certificate herein provided for, to the same extent as if the merged bank were a new bank.E\n\nIn the case of a merger heretofore or hereafter effected, the surviving or new bank shall be deemed to have been in actual operation for the period during which the oldest of the banks involved in the merger has been in actual operation.","order_by":null,"text":{"0":{"id":232487,"text":"Virginia banks as defined in \u00a7 6.2-849 may merge upon compliance with the provisions of Article 12 (\u00a7 13.1-715.1 et seq.) of the Virginia Stock Corporation Act. The provisions of:","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"next_prefix":"A1"},"1":{"id":232488,"text":"Section 13.1-716 that relate to a merger with a foreign corporation as foreign eligible entity shall not apply, except that the provisions of § 13.1-716 relating to merger shall apply to the merger of a state and a national bank if the national bank is engaged in business in Virginia, and if the state bank is to be the surviving bank; and","type":"section","prefixes":["A","1"],"prefix":"1","entire_prefix":"A1","prefix_anchor":"A1","level":2,"prior_prefix":"A","next_prefix":"A2"},"2":{"id":232489,"text":"Section 13.1-730 shall not apply to a merger under this section.","type":"section","prefixes":["A","2"],"prefix":"2","entire_prefix":"A2","prefix_anchor":"A2","level":2,"prior_prefix":"A1","next_prefix":"B"},"3":{"id":232490,"text":"A national bank shall be treated as if it were a foreign corporation and as if the United States were the state where it is organized. A bank may enter into a share exchange, as permitted by § 13.1-717, provided there is also compliance with Chapter 7 (§ 6.2-700 et seq.). The exclusion in subdivision G 3 of § 6.2-705 shall not apply in the case of such an exchange of shares.","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A2","next_prefix":"C"},"4":{"id":232491,"text":"In the event of a merger authorized by subsection A or B, the merged corporation, whether it be one of merging banks, or a new bank formed by means of such merger, shall without further act or deed succeed to, and be vested with all offices, rights, obligations and relations of trust or of a fiduciary nature, including appointments, designations and nominations, existing immediately prior to the time at which such merger became effective, or then belonging or pertaining to any one or more of the banks, parties to such merger, or which would then inure to any one or more of such banks.","type":"section","prefixes":["C"],"prefix":"C","entire_prefix":"C","prefix_anchor":"C","level":1,"prior_prefix":"B","next_prefix":"D"},"5":{"id":232492,"text":"No state bank resulting from any merger shall do business in the Commonwealth until it shall have obtained from the Commission a certificate of authority authorizing it to do so. The provisions of § 6.2-816 shall apply to the issuance, or refusal of the Commission to issue, the certificate herein provided for, to the same extent as if the merged bank were a new bank.","type":"section","prefixes":["D"],"prefix":"D","entire_prefix":"D","prefix_anchor":"D","level":1,"prior_prefix":"C","next_prefix":"E"},"6":{"id":232493,"text":"In the case of a merger heretofore or hereafter effected, the surviving or new bank shall be deemed to have been in actual operation for the period during which the oldest of the banks involved in the merger has been in actual operation.","type":"section","prefixes":["E"],"prefix":"E","entire_prefix":"E","prefix_anchor":"E","level":1,"prior_prefix":"D"}},"ancestry":[{"id":14285,"edition_id":1,"name":"Bank Mergers and Conversions","identifier":"4","label":"article","depth":4,"order_by":1,"parent_id":13791,"metadata":{},"date_created":"2026-06-26 03:47:36","date_modified":"2026-06-26 03:47:36","permalink":{"id":265441,"object_type":"structure","relational_id":14285,"identifier":"4","token":"6.2\/II\/8\/4","url":"\/6.2\/II\/8\/4\/","edition_id":1,"permalink":0,"preferred":1}},{"id":13791,"edition_id":1,"name":"Banks","identifier":"8","label":"chapter","depth":3,"order_by":1,"parent_id":13000,"metadata":{},"date_created":"2026-06-26 03:45:53","date_modified":"2026-06-26 03:45:53","permalink":{"id":265065,"object_type":"structure","relational_id":13791,"identifier":"8","token":"6.2\/II\/8","url":"\/6.2\/II\/8\/","edition_id":1,"permalink":0,"preferred":1}},{"id":13000,"edition_id":1,"name":"Depository Institutions and Trust Organizations","identifier":"II","label":"subtitle","depth":2,"order_by":1,"parent_id":12852,"metadata":{},"date_created":"2026-06-26 03:44:07","date_modified":"2026-06-26 03:44:07","permalink":{"id":263685,"object_type":"structure","relational_id":13000,"identifier":"II","token":"6.2\/II","url":"\/6.2\/II\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12852,"edition_id":1,"name":"Financial Institutions and Services","identifier":"6.2","label":"title","depth":1,"order_by":1,"parent_id":null,"metadata":{},"date_created":"2026-06-26 03:43:56","date_modified":"2026-06-26 03:43:56","permalink":{"id":263249,"object_type":"structure","relational_id":12852,"identifier":"6.2","token":"6.2","url":"\/6.2\/","edition_id":1,"permalink":0,"preferred":1}}],"structure_contents":[{"id":63809,"structure_id":14285,"section_number":"6.2-822","catch_line":"Merger and share exchange by state banks","url":"\/6.2-822\/","token":"6.2\/II\/8\/4\/6.2-822","metadata":false},{"id":84764,"structure_id":14285,"section_number":"6.2-823","catch_line":"Conversion of national banking association to state bank; certificate of authority","url":"\/6.2-823\/","token":"6.2\/II\/8\/4\/6.2-823","metadata":false},{"id":59646,"structure_id":14285,"section_number":"6.2-824","catch_line":"Status of converted bank","url":"\/6.2-824\/","token":"6.2\/II\/8\/4\/6.2-824","metadata":false},{"id":70477,"structure_id":14285,"section_number":"6.2-825","catch_line":"State bank becoming national bank; notice required; effect on liabilities","url":"\/6.2-825\/","token":"6.2\/II\/8\/4\/6.2-825","metadata":false},{"id":55555,"structure_id":14285,"section_number":"6.2-826","catch_line":"Effect of conversion of state bank to national bank","url":"\/6.2-826\/","token":"6.2\/II\/8\/4\/6.2-826","metadata":false},{"id":76999,"structure_id":14285,"section_number":"6.2-827","catch_line":"Rights of national bank stockholders dissenting from conversion","url":"\/6.2-827\/","token":"6.2\/II\/8\/4\/6.2-827","metadata":false},{"id":70763,"structure_id":14285,"section_number":"6.2-828","catch_line":"Conversion of state bank to federal savings institution","url":"\/6.2-828\/","token":"6.2\/II\/8\/4\/6.2-828","metadata":false},{"id":67840,"structure_id":14285,"section_number":"6.2-829","catch_line":"Conversion from state savings bank to state bank; conversion from state bank to state savings bank","url":"\/6.2-829\/","token":"6.2\/II\/8\/4\/6.2-829","metadata":false},{"id":68881,"structure_id":14285,"section_number":"6.2-830","catch_line":"Conversion from stock association to bank; conversion from bank to stock association","url":"\/6.2-830\/","token":"6.2\/II\/8\/4\/6.2-830","metadata":false}],"next_section":{"id":84764,"structure_id":14285,"section_number":"6.2-823","catch_line":"Conversion of national banking association to state bank; certificate of authority","url":"\/6.2-823\/","token":"6.2\/II\/8\/4\/6.2-823","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/6.2-822\/","history_text":"

The record of this law\u2019s original creation isn\u2019t available online. It has been modified 8 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 1952, chapter 571; in 1956, chapter 433; in 1966, chapter 584; in 1970, chapter 536; in 1987, chapter 423; in 1995, chapter 301<\/a>; in 2005, chapter 765<\/a>; in 2010, chapter 794<\/a>.<\/p>","references":false,"refers_to":[{"id":85057,"section_number":"13.1-715.1","catch_line":"Definitions","order_by":null,"url":"\/13.1-715.1\/"},{"id":73648,"section_number":"13.1-716","catch_line":"Merger","order_by":null,"url":"\/13.1-716\/"},{"id":82947,"section_number":"13.1-717","catch_line":"Share exchange","order_by":null,"url":"\/13.1-717\/"},{"id":65588,"section_number":"13.1-730","catch_line":"Right to appraisal","order_by":null,"url":"\/13.1-730\/"},{"id":75055,"section_number":"6.2-700","catch_line":"Definitions","order_by":null,"url":"\/6.2-700\/"},{"id":57026,"section_number":"6.2-705","catch_line":"Investigation of application","order_by":null,"url":"\/6.2-705\/"},{"id":72786,"section_number":"6.2-816","catch_line":"Banks to obtain certificate of authority","order_by":null,"url":"\/6.2-816\/"},{"id":73045,"section_number":"6.2-849","catch_line":"Definitions","order_by":null,"url":"\/6.2-849\/"}],"permalink":{"id":265443,"object_type":"law","relational_id":63809,"identifier":"6.2-822","token":"6.2\/II\/8\/4\/6.2-822","url":"\/6.2-822\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/6.2-822\/","token":"6.2\/II\/8\/4\/6.2-822","dublin_core":{"Title":"Merger and share exchange by state banks","Type":"Text","Format":"text\/html","Identifier":"\u00a7 6.2-822","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

A.<\/span> Virginia banks<\/span> as defined in \u00a7 6.2-849<\/a> may merge upon compliance with the provisions of Article 12 (\u00a7 13.1-715.1<\/a> et seq.) of the Virginia Stock Corporation Act. The provisions of: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> Section 13.1-716<\/a> that relate to a merger with a foreign corporation as foreign eligible entity<\/span> shall not apply, except that the provisions of § 13.1-716<\/a> relating to merger shall apply to the merger of a state and a national bank if the national bank is engaged in business in Virginia, and if the state bank<\/span> is to be the surviving bank; and <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> Section 13.1-730<\/a> shall not apply to a merger under this section. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

B.<\/span> A national bank shall be treated as if it were a foreign corporation and as if the United States were the state where it is organized. A bank may enter into a share exchange, as permitted by § 13.1-717<\/a>, provided there is also compliance with Chapter 7 (§ 6.2-700<\/a> et seq.). The exclusion in subdivision G 3 of § 6.2-705<\/a> shall not apply in the case of such an exchange of shares. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

C.<\/span> In the event of a merger authorized by subsection A or B, the merged corporation, whether it be one of merging banks<\/span>, or a new bank formed by means of such merger, shall without further act or deed succeed to, and be vested with all offices, rights, obligations and relations of trust or of a fiduciary nature, including appointments, designations and nominations, existing immediately prior to the time at which such merger became effective, or then belonging or pertaining to any one or more of the banks<\/span>, parties to such merger, or which would then inure to any one or more of such banks<\/span>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

D.<\/span> No state bank<\/span> resulting from any merger shall do business in the Commonwealth until it shall have obtained from the Commission<\/span> a certificate of authority authorizing it to do so. The provisions of § 6.2-816<\/a> shall apply to the issuance, or refusal of the Commission<\/span> to issue<\/span>, the certificate herein provided for, to the same extent as if the merged bank were a new bank. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

E.<\/span> In the case of a merger heretofore or hereafter effected, the surviving or new bank shall be deemed to have been in actual operation for the period during which the oldest of the banks<\/span> involved in the merger has been in actual operation. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nMERGER AND SHARE EXCHANGE BY STATE BANKS (\u00a7 6.2-822)\n\nA. Virginia banks as defined in \u00a7 6.2-849 may merge upon compliance with the\nprovisions of Article 12 (\u00a7 13.1-715.1 et seq.) of the Virginia Stock\nCorporation Act. The provisions of:\n\n 1. Section 13.1-716 that relate to a merger with a foreign corporation as\n foreign eligible entity shall not apply, except that the provisions of §\n 13.1-716 relating to merger shall apply to the merger of a state and a\n national bank if the national bank is engaged in business in Virginia, and if\n the state bank is to be the surviving bank; and\n\n 2. Section 13.1-730 shall not apply to a merger under this section.\n\nB. A national bank shall be treated as if it were a foreign corporation and as\nif the United States were the state where it is organized. A bank may enter into\na share exchange, as permitted by § 13.1-717, provided there is also\ncompliance with Chapter 7 (§ 6.2-700 et seq.). The exclusion in subdivision\nG 3 of § 6.2-705 shall not apply in the case of such an exchange of shares.\n\nC. In the event of a merger authorized by subsection A or B, the merged\ncorporation, whether it be one of merging banks, or a new bank formed by means\nof such merger, shall without further act or deed succeed to, and be vested with\nall offices, rights, obligations and relations of trust or of a fiduciary\nnature, including appointments, designations and nominations, existing\nimmediately prior to the time at which such merger became effective, or then\nbelonging or pertaining to any one or more of the banks, parties to such merger,\nor which would then inure to any one or more of such banks.\n\nD. No state bank resulting from any merger shall do business in the Commonwealth\nuntil it shall have obtained from the Commission a certificate of authority\nauthorizing it to do so. The provisions of § 6.2-816 shall apply to the\nissuance, or refusal of the Commission to issue, the certificate herein provided\nfor, to the same extent as if the merged bank were a new bank.\n\nE. In the case of a merger heretofore or hereafter effected, the surviving or\nnew bank shall be deemed to have been in actual operation for the period during\nwhich the oldest of the banks involved in the merger has been in actual\noperation.\n\nHISTORY: Code 1950, \u00a7\u00a7 6-20, 6-21; 1952, c. 571; 1956, c. 433; 1966, c. 584,\n\u00a7\u00a7 6.1-43, 6.1-44; 1970, c. 536; 1987, c. 423; 1995, c. 301; 2005, c. 765;\n2010, c. 794.","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}}