                                 CODE OF VIRGINIA

CORPORATE EXISTENCE (§ 38.2-1005.1:6)

A. Upon conversion of a mutual company to a converted company in accordance with
the provisions of this article, the corporate existence of the mutual company
shall be continued in the converted company with the original date of
incorporation of the mutual company. All rights, franchises and interests of the
mutual company in and to any type of property, real, personal, mixed, tangible
or intangible, held immediately prior to the effective date of the conversion
shall be deemed transferred to and vested in the converted company without
further act or deed. Simultaneously, the converted company shall be deemed to
have assumed all obligations and liabilities of the mutual company that existed
immediately prior to the conversion.

B. Unless otherwise provided in the plan of MHC conversion, the directors and
officers of the mutual company shall serve as the directors and officers of the
converted company until new directors and officers of the converted company are
elected in accordance with the articles of incorporation and bylaws of the
converted company.

HISTORY: 2001, c. 726.