Code of Virginia
Chapter 14 - Virginia Business Trust Act
§ 13.1-1240. Dissolution of series

A. Except to the extent otherwise provided in the articles of trust or in the governing instrument of the business trust, a series established in accordance with § 13.1-1219 may be dissolved and its affairs wound up without causing the dissolution of the business trust or any other series. Unless otherwise provided in the articles of trust or in the governing instrument of the business trust, the dissolution, winding up, liquidation or termination of the business trust or any series thereof shall not affect the limitation of liability with respect to a series established in accordance with §§ 13.1-1219 and 13.1-1231. A series established in accordance with § 13.1-1219 is dissolved and its affairs shall be wound up at the time or upon the happening of events specified in the governing instrument of the business trust. Except to the extent otherwise provided in the articles of trust or in the governing instrument of a business trust, the death, incapacity, dissolution, termination or bankruptcy of a beneficial owner of such series shall not result in the termination or dissolution of such series and such series may not be terminated or revoked by a beneficial owner of such series or other person except in accordance with the terms of the governing instrument of the business trust.
B. Upon dissolution of a series of a business trust, the persons who under the governing instrument of the business trust are responsible for winding up such series' affairs may, in the name of the business trust and for and on behalf of the business trust and such series, take all actions with respect to the series as are permitted under § 13.1-1236 and shall provide for the claims and obligations of the series and distribute the assets of the series as provided under § 13.1-1237. Any person, including any trustee, who under the governing instrument is responsible for winding up such series' affairs and who has complied with § 13.1-1237 shall not be personally liable to the claimants of the dissolved series by reason of such person's actions in winding up the series.
2002, c. 621.

Structure Code of Virginia

Code of Virginia

Title 13.1 - Corporations

Chapter 14 - Virginia Business Trust Act

§ 13.1-1200. Short title

§ 13.1-1201. Definitions

§ 13.1-1202. Filing requirements

§ 13.1-1203. Issuance of certificate by Commission; recordation of documents

§ 13.1-1204. Fees for filing documents and issuing certificates

§ 13.1-1205. Unlawful to sign false documents; penalty

§ 13.1-1206. Unlawful to transact or offer to transact business as a business trust; penalty

§ 13.1-1207. Tax classification

§ 13.1-1208. Separate legal entity

§ 13.1-1209. Purposes

§ 13.1-1210. Powers

§ 13.1-1211. Formation

§ 13.1-1212. Articles of trust

§ 13.1-1213. Articles of correction

§ 13.1-1214. Name

§ 13.1-1215. Reserved name

§ 13.1-1216. Amendment of articles of trust

§ 13.1-1217. Restatement of articles of trust

§ 13.1-1218. Existence

§ 13.1-1219. Governing instrument

§ 13.1-1220. Registered office and registered agent

§ 13.1-1221. Change of registered office or registered agent

§ 13.1-1222. Resignation of registered agent

§ 13.1-1223. Service on business trust

§ 13.1-1224. Beneficial owners

§ 13.1-1225. Limited liability

§ 13.1-1226. Beneficial interests

§ 13.1-1227. Distributions to beneficial owners

§ 13.1-1228. Trustee management; limitation on duties and liabilities of others

§ 13.1-1229. Trustee standards of conduct; trustee liability; restrictions on liability limitations in governing instrument

§ 13.1-1230. Indemnification

§ 13.1-1231. Capacity to sue and be sued; process; liabilities and obligations; attachment; seizure of certain assets

§ 13.1-1232. Right of action

§ 13.1-1233. Payment of and security for expenses

§ 13.1-1234. Dissolution generally

§ 13.1-1235. Judicial dissolution

§ 13.1-1236. Winding up

§ 13.1-1237. Distribution of assets upon dissolution

§ 13.1-1238. Articles of cancellation

§ 13.1-1238.1. Automatic cancellation of business trust existence

§ 13.1-1238.2. Involuntary cancellation of business trust existence

§ 13.1-1239. Reinstatement of a business trust that has ceased to exist

§ 13.1-1240. Dissolution of series

§ 13.1-1241. Authority to transact business required; governing law

§ 13.1-1242. Application for certificate of registration

§ 13.1-1243. Repealed

§ 13.1-1244. Name

§ 13.1-1245. Amendments; amended applications for registration

§ 13.1-1246. Voluntary cancellation of certificate of registration

§ 13.1-1246.1. Automatic cancellation of registration

§ 13.1-1246.2. Involuntary cancellation of registration

§ 13.1-1246.3. Reinstatement of a certificate of registration that has been canceled

§ 13.1-1247. Transaction of business without registration; civil penalty

§ 13.1-1248. Actions by Attorney General

§ 13.1-1249. Transactions not constituting doing business

§ 13.1-1250. Merger of foreign business trust registered to transact business in Commonwealth

§ 13.1-1250.1. Entity conversion of foreign business trust registered to transact business in Commonwealth

§ 13.1-1251. Annual registration fees to be assessed and collected by Commission; application of payment

§ 13.1-1252. Assessment of annual registration fees; annual registration fee to be paid by domestic and foreign business trusts

§ 13.1-1253. Repealed

§ 13.1-1254. Penalty for failure to timely pay annual registration fees or file statement of change

§ 13.1-1255. Payment of fees, fines, penalties, and interest prerequisite to Commission action; refunds

§ 13.1-1256. Collection by suit and of unpaid bills

§ 13.1-1257. Authorization for merger

§ 13.1-1258. Approval

§ 13.1-1259. Exchange of securities; termination or amendment of merger

§ 13.1-1260. Repealed

§ 13.1-1261. Articles of merger

§ 13.1-1262. Governing instrument

§ 13.1-1263. Effect of merger

§ 13.1-1263.1. Abandonment of merger

§ 13.1-1264. Definitions

§ 13.1-1265. Domestication

§ 13.1-1266. Plan of domestication

§ 13.1-1267. Action on plan of domestication by a domestic business trust

§ 13.1-1268. Articles of domestication

§ 13.1-1269. Surrender of articles of trust upon domestication

§ 13.1-1270. Effect of domestication

§ 13.1-1271. Abandonment of domestication

§ 13.1-1272. Entity conversion

§ 13.1-1273. Plan of entity conversion

§ 13.1-1274. Action on plan of entity conversion

§ 13.1-1275. Articles of entity conversion

§ 13.1-1276. Effect of entity conversion

§ 13.1-1277. Abandonment of entity conversion

§ 13.1-1278. Trust records

§ 13.1-1279. Inspection of records by beneficial owners

§ 13.1-1280. Scope of inspection right

§ 13.1-1281. Court-ordered inspection

§ 13.1-1282. Construction and application of chapter and governing instrument

§ 13.1-1283. Reservation of power to amend or repeal

§ 13.1-1284. Application to existing real estate investment trusts and foreign business trusts

§ 13.1-1285. Property title records