                                 CODE OF VIRGINIA

TRUSTEE NOT DISQUALIFIED DUE TO STATUS AS STOCKHOLDER, EMPLOYEE, OR OFFICER OF
CORPORATE NOTEHOLDER; SALE OF PROPERTY BY TRUSTEE NOT VOIDABLE (§ 64.2-1423)

A. The fact that a trustee in a deed of trust to secure a debt due to a
corporation is a stockholder, member, employee, officer, or director of, or
counsel to, the corporation does not disqualify the trustee from exercising the
powers conferred by the deed of trust, nor does it render voidable a sale by the
trustee in the exercise of the powers conferred on him by the deed of trust so
long as the trustee did not participate in the corporation&#8217;s decision as
to the amount to be bid at the sale of the trust property.

B. In addition to the provisions of subsection A, if the lender secured by the
deed of trust bids the amount secured, including interest through the date of
sale and costs of foreclosure, the trustee&#8217;s participation in fixing the
bid price by the lender shall not be deemed improper and the sale shall not be
rendered voidable solely by reason of the trustee&#8217;s participation.

C. All sales made before July 1, 1990, by any trustee by virtue of a deed of
trust and any deed made by the trustee in pursuance of such sales are hereby
declared to be valid and effective in all respects, if otherwise valid according
to laws then in force, the same as if the trustee had not been a stockholder,
member, employee, officer, or director of, or counsel to, the corporation
thereby secured.

HISTORY: 1920, p. 502; 1932, p. 523; Michie Code 1942, § 6304b; Code 1950, §
26-58; 1990, c. 763; 2012, c. 614.