                                 CODE OF VIRGINIA

ARTICLES OF DOMESTICATION (§ 13.1-898.4)

A. After the domestication of a foreign corporation is approved in the manner
required by the laws of the jurisdiction in which the corporation is
incorporated, the corporation shall file with the Commission articles of
domestication setting forth:

   1. The name of the corporation immediately prior to the filing of the articles
   of domestication and, if that name is unavailable for use in the Commonwealth
   or the corporation desires to change its name in connection with the
   domestication, a name that satisfies the requirements of &#xA7; 13.1-829;

   2. The plan of domestication;

   3. The original jurisdiction of the corporation and the date the corporation
   was incorporated in that jurisdiction, and each subsequent jurisdiction and
   the date the corporation was domesticated in each such jurisdiction, if any,
   prior to the filing of the articles of domestication; and

   4. A statement that the domestication is permitted by the laws of the
   jurisdiction in which the corporation is incorporated and that the corporation
   has complied with those laws in effecting the domestication.

B. If the Commission finds that the articles of domestication comply with the
requirements of law and that all required fees have been paid, it shall issue a
certificate of domestication.

C. The certificate of domestication shall become effective pursuant to &#xA7;
13.1-806.

D. A foreign corporation&#8217;s existence as a domestic corporation shall begin
when the certificate of domestication is effective. Upon becoming effective, the
certificate of domestication shall be conclusive evidence that all conditions
precedent required to be performed by the foreign corporation have been complied
with and that the corporation has been incorporated under this Act.

E. If the foreign corporation is authorized to transact business in the
Commonwealth under Article 14 (&#xA7; 13.1-919 et seq.), its certificate of
authority shall be canceled automatically on the effective date of the
certificate of domestication issued by the Commission.

HISTORY: 2003, c. 374; 2007, c. 925; 2012, c. 130.