13.1-898.6 - Effect of domestication.
§ 13.1-898.6. Effect of domestication.
A. When a foreign corporation's certificate of domestication in theCommonwealth becomes effective, with respect to that corporation:
1. The title to all real estate and other property remains in the corporationwithout reversion or impairment;
2. The liabilities remain the liabilities of the corporation;
3. A proceeding pending may be continued by or against the corporation as ifthe domestication did not occur;
4. The articles of incorporation attached to the articles of domesticationconstitute the articles of incorporation of the corporation; and
5. The corporation is deemed to:
a. Be incorporated under the laws of the Commonwealth for all purposes;
b. Be the same corporation as the corporation that existed under the laws ofthe jurisdiction or jurisdictions in which it was originally incorporated orformerly domiciled; and
c. Have been incorporated on the date it was originally incorporated ororganized.
B. Any member or director of a foreign corporation that domesticates into theCommonwealth who, prior to the domestication, was liable for the liabilitiesor obligations of the corporation is not released from those liabilities orobligations by reason of the domestication.
(2003, c. 374; 2007, c. 925.)