                                 CODE OF VIRGINIA

RECEIVERSHIP OR CUSTODIANSHIP (§ 13.1-910)

A. A court in a judicial proceeding brought to dissolve a corporation may
appoint one or more receivers to wind up and liquidate, or one or more
custodians to manage while the proceeding is pending, the business and affairs
of the corporation. The court shall hold a hearing, after notifying all parties
to the proceeding and any interested persons designated by the court, before
appointing a receiver or custodian. The court appointing a receiver or custodian
has exclusive jurisdiction over the corporation and all its property wherever
located.

B. The court may appoint an individual, a domestic corporation, or a foreign
corporation, authorized to transact business in the Commonwealth, as a receiver
or custodian. The court may require the receiver or custodian to post bond, with
or without sureties, in an amount the court directs.

C. The court shall describe the powers and duties of the receiver or custodian
in its appointing order, which may be amended from time to time. Among other
powers:

   1. The receiver (i) may dispose of all or any part of the assets of the
   corporation wherever located, at a public or private sale, if authorized by
   the court, and (ii) may sue and defend in his own name as receiver of the
   corporation in all courts of the Commonwealth; and

   2. The custodian may exercise all of the powers of the corporation, through or
   in place of its board of directors or officers, to the extent necessary to
   manage the affairs of the corporation in the best interest of its members and
   creditors.

D. The court during a receivership may redesignate the receiver a custodian, and
during a custodianship may redesignate the custodian a receiver, if doing so is
in the best interest of the corporation, its members, and creditors.

E. The court from time to time during the receivership or custodianship may
order compensation paid and expense disbursements or reimbursements made to the
receiver or custodian and the custodian&#8217;s counsel from the assets of the
corporation or proceeds from the sale of the assets.

HISTORY: Code 1950, §§ 13.1-258, 13.1-259; 1956, c. 428; 1985, c. 522; 2007,
c. 925.