                                 CODE OF VIRGINIA

POWERS OF THE AUTHORITY (§ 2.2-2355)

The Authority is granted all powers necessary or convenient for the carrying out
of its statutory purposes, including, but not limited to, the following rights
and powers to:

1. Sue and be sued, implead and be impleaded, and complain and defend in all
courts. Nothing herein shall be construed to waive any applicable immunity
enjoyed by the Authority.

2. Adopt, use, and alter at will a corporate seal.

3. Acquire, purchase, hold, use, lease, or otherwise dispose of any project and
property, real, personal or mixed, tangible or intangible, or any interest
therein necessary or desirable for carrying out the purposes of the Authority,
and, without limitation of the foregoing, to lease as lessee, any project and
any property, real, personal, or mixed, or any interest therein, at such annual
rental and on such terms and conditions as may be determined by the Board and to
lease as lessor to any person, any project and any property, real, personal, or
mixed, tangible or intangible, or any interest therein, at any time acquired by
the Authority, whether wholly or partially completed, at such annual rental and
on such terms and conditions as may be determined by the Board, and to sell,
transfer, or convey any property, real, personal, or mixed, tangible or
intangible or any interest therein, at any time acquired or held by the
Authority on such terms and conditions as may be determined by the Board.

4. Plan, develop, undertake, carry out, construct, improve, rehabilitate,
repair, furnish, maintain, and operate projects.

5. Adopt bylaws for the management and regulation of its affairs.

6. Establish and maintain an office in Richmond to serve as headquarters for the
Authority. The Authority may also establish and maintain satellite offices
within the Commonwealth.

7. Fix, alter, charge, and collect rates, rentals, and other charges for the use
of projects of, or for the sale of products of or for the services rendered by,
the Authority, at rates to be determined by it for the purpose of providing for
the payment of the expenses of the Authority, the planning, development,
construction, improvement, rehabilitation, repair, furnishing, maintenance, and
operation of its projects and properties, the payment of the costs accomplishing
its purposes set forth in &#xA7; 2.2-2351, the payment of the principal of and
interest on its obligations, and the fulfillment of the terms and provisions of
any agreements made with the purchasers or holders of any such obligations.

8. Make and enter into all contracts and agreements necessary or incidental to
the performance of its duties, the furtherance of its purposes, and the
execution of its powers under this article, including agreements with any person
or federal agency.

9. Employ, in its discretion, consultants, researchers, attorneys, architects,
engineers, accountants, financial experts, investment bankers, superintendents,
managers, and such other employees and agents as may be necessary, and to fix
their compensation to be payable from funds made available to the Authority.

10. Receive and accept from any federal or private agency, foundation,
corporation, association, or person grants to be expended in accomplishing the
objectives of the Authority and receive and accept from the Commonwealth or any
state, and any municipality, county, or other political subdivision thereof and
from any other source, aid or contributions of either money, property, or other
things of value, to be held, used, and applied only for the purposes for which
such grants and contributions may be made.

11. Render advice and assistance, and provide services, to institutions of
higher education and to other persons providing services or facilities for
scientific and technological research or graduate education, provided that
credit toward a degree, certificate, or diploma shall be granted only if such
education is provided in conjunction with an institution of higher education
authorized to operate in Virginia.

12. Develop, undertake, and provide programs, alone or in conjunction with any
person or federal agency, for scientific and technological research, technology
management, continuing education, and in-service training, provided that credit
toward a degree, certificate, or diploma shall be granted only if such education
is provided in conjunction with an institution of higher education authorized to
operate in Virginia; foster the utilization of scientific and technological
research information, discoveries, and data and to obtain patents, copyrights,
and trademarks thereon; to encourage the coordination of the scientific and
technological research efforts of public institutions and private industry and
collect and maintain data on the development and utilization of scientific and
technological research capabilities.

13. Pledge or otherwise encumber all or any of the revenues or receipts of the
Authority as security for all or any of the obligations of the Authority.

14. Receive, administer, and market any interest in patents, copyrights, and
materials that are potentially patentable or copyrightable developed by or for
state agencies, public institutions of higher education, and political
subdivisions of the Commonwealth.

15. Develop the Index, pursuant to &#xA7; 2.2-2360, to use to identify research
areas worthy of Commonwealth investment in order to promote commercialization
and economic development efforts in the Commonwealth.

16. Foster innovative partnerships and relationships among the Commonwealth, the
Commonwealth&#8217;s institutions of higher education, the private sector,
federal labs, and not-for-profit organizations to improve research and
development of commercialization efforts.

17. Receive and review annual reports from institutions and facilities regarding
the progress of projects funded through the Authority. The Authority shall
develop guidelines, methodologies, metrics, and criteria for the reports. The
Authority shall aggregate the reports and submit an annual omnibus report on the
status of research and development initiatives funded by the Authority in the
Commonwealth to the Governor and the Chairmen of the House Committee on
Appropriations, the House Committee on Communications, Technology and
Innovation, the Senate Committee on Finance and Appropriations, and the Senate
Committee on General Laws and Technology.

18. Administer grant, loan, and investment programs as authorized by this
article. The Authority shall develop guidelines, subject to the approval of the
Board, for the application, review, and award of grants, loans, and investments
under the provisions of this article. These guidelines shall address, at a
minimum, the application process and, where appropriate, shall give special
emphasis to fostering collaboration and partnership among institutions of higher
education and partnerships between institutions of higher education and business
and industry.

19. Establish and administer, through any nonstock, nonprofit corporation
established by the Authority, investment funds that may accept funds from any
source, public or private, to support venture capital activities in the
Commonwealth. The administration of any such investment fund shall be advised by
the Advisory Committee on Investment created pursuant to &#xA7; 2.2-2358.

20. Report on all investment activities of the Authority, and any entity
established by the Authority, including returns on investments, to the Governor
and the Chairmen of the House Committee on Appropriations, the House Committee
on Communications, Technology and Innovation, the Senate Committee on Finance
and Appropriations, and the Senate Committee on General Laws and Technology.

21. Exclusively, or with any other person, form and otherwise develop, own,
operate, govern, and otherwise direct the disposition of assets of, or any
combination thereof, separate legal entities, on any such terms and conditions
and in any such manner as may be determined by the Board, provided that such
separate legal entities shall be formed solely for the purpose of managing and
administering any assets disposed of by the Authority. Such legal entities may
include limited liability companies, limited partnerships, charitable
foundations, real estate holding companies, investment holding companies,
nonstock corporations, and benefit corporations. Any legal entities created by
the Authority shall be operated under the governance of the Authority, and each
shall provide quarterly performance reports to the Board. The articles of
incorporation, partnership, or organization for such legal entities shall
provide that, upon dissolution, the assets of the entities that are owned on
behalf of the Commonwealth shall be transferred to the Authority. Any legal
entity created pursuant to this subdivision shall ensure that the economic
benefits attributable to the income and property rights arising from any
transaction in which the entity is involved are allocated based on the
reasonable business judgment of the Board, with due account being given to the
interest of the citizens of the Commonwealth and the needs of the entity. No
legal entity shall be deemed to be a state or government agency, advisory
agency, public body, or instrumentality of the Commonwealth. No director,
officer, or employee of any such legal entity shall be deemed to be an officer
or employee for purposes of the State and Local Government Conflict of Interests
Act (&#xA7; 2.2-3100 et seq.) solely by virtue in his capacity as a director,
officer, or employee of such legal entity. Notwithstanding the foregoing, the
Auditor of Public Accounts or his legally authorized representative shall
annually audit the financial accounts of the Authority and any such legal
entities.

22. Provide leadership for strategic initiatives that explore and shape programs
designed to attract and grow innovation in the Commonwealth. Such leadership may
include (i) seeking, or supporting others in seeking, federal grants, contracts,
or other funding sources that advance the exploration functions of the
Authority&#8217;s public purpose; (ii) assuming responsibility for
forward-looking technology assessment and market vision around strategic
initiatives and partnerships with federal and local governments; (iii) taking a
leading role in defining, promoting, and implementing forward-looking technology
market and industry development policies and processes that advance innovation
and entrepreneurial activity and the assimilation of technology; (iv)
contracting with federal and private entities to further innovation,
commercialization, and entrepreneurship in the Commonwealth; and (v) conducting
limited-scale commercialization pilot projects based on identified strategic
initiatives to promote the industry or commercial development of specific
technologies or interests.

23. Do all acts and things necessary or convenient to carry out the powers
granted to it by law.

HISTORY: 2020, cc. 1164, 1169.