Code of Virginia
Chapter 3 - Cooperative Associations
§ 13.1-316. Articles of incorporation

Articles of incorporation shall be signed in triplicate by each of the incorporators and acknowledged by them, if natural persons, and, if associations, by the president and secretary of each such association, before an officer authorized to take acknowledgments, and shall state:
(a) The name of the association which shall be distinguishable upon the records of the Commission from the name of any association or corporation, whether issuing shares or not issuing shares, limited liability company, business trust or limited partnership existing under the laws of this Commonwealth, or the name of any foreign corporation, whether issuing shares or not issuing shares, limited liability company, business trust or limited partnership authorized to transact business in this Commonwealth, or any corporate, limited liability company, business trust or limited partnership name reserved or registered as provided by law;
(b) The address of its initial registered office (including both (i) the post-office address with street and number, if any, and (ii) the name of the county or city in which it is located) and the name of its initial registered agent at such address and that the agent is either (i) an individual who is a resident of Virginia and either a director of the corporation or a member of the Virginia State Bar or (ii) a domestic or foreign stock or nonstock corporation, limited liability company or registered limited liability partnership authorized to transact business in this Commonwealth;
(c) Its purposes;
(d) Whether organized with or without capital stock; and if organized with capital stock, a description thereof in accordance with the requirements of § 13.1-619;
(e) If organized without capital stock, whether the property rights and interests of each member are equal or unequal; if unequal, the rule by which such rights and interests shall be determined;
(f) The maximum number of directors, not less than five, who are to manage the affairs of the association;
(g) The number of directors constituting the initial board of directors and the names and addresses of the persons who are to serve as the initial directors;
(h) If the duration of a corporation is not to be perpetual, the period of its duration;
(i) The articles may also contain any other provisions, consistent with law for regulating the association's business or the conduct of its affairs, the establishment of election districts, the election of delegates to represent the members residing therein and the election of directors to represent such election districts, either directly or indirectly by said delegates, for voting by proxy or mail ballot and the issuance, retirement and transfer of membership certificates and stock.
Code 1950, § 13-257; 1956, c. 428; 1958, c. 564; 2001, cc. 517, 541; 2003, c. 592.

Structure Code of Virginia

Code of Virginia

Title 13.1 - Corporations

Chapter 3 - Cooperative Associations

§ 13.1-301. Organization of cooperative associations; purposes; name; par value stock required

§ 13.1-301.1. Amendments to articles of incorporation

§ 13.1-301.2. Adoption, change or repeal of bylaws; subject matter

§ 13.1-302. Limitation of individual stockholding

§ 13.1-303. Investment in other stock

§ 13.1-304. Purchase of business by issue of shares of stock

§ 13.1-305. Rights of subscribers before full payment

§ 13.1-306. Distribution of earnings

§ 13.1-307. Permissible limitation of stock ownership or voting rights

§ 13.1-308. Limitation of use of "cooperative" in corporate name

§ 13.1-309. Other cooperatives may come under article

§ 13.1-309.1. Foreign cooperatives

§ 13.1-310. Cooperative associations may give certain liens on rotating stocks

§ 13.1-311. Taxation

§ 13.1-311.1. Provisions relating to dissolution of and revocation of certificates of associations

§ 13.1-312. Liberal construction of article

§ 13.1-313. Definitions

§ 13.1-314. Qualification of incorporators

§ 13.1-315. Purposes

§ 13.1-316. Articles of incorporation

§ 13.1-317. Filing and recording articles of incorporation

§ 13.1-318. Amendments to the articles of incorporation

§ 13.1-319. Bylaws

§ 13.1-320. Powers

§ 13.1-321. Members

§ 13.1-322. Membership or voting stock certificates; transfers; dividends; nonvoting stock

§ 13.1-323. General and special meetings; how called

§ 13.1-324. Directors generally; executive committee

§ 13.1-325. Removal of director

§ 13.1-326. Officers generally

§ 13.1-327. Removal of officer

§ 13.1-328. Referendum

§ 13.1-329. Marketing contracts; enforcement; inducing breach; spreading false reports

§ 13.1-330. Recordation of marketing contracts

§ 13.1-331. Associations are not in restraint of trade

§ 13.1-332. Voluntary dissolution

§ 13.1-333. Repealed

§ 13.1-333.1. Annual reports

§ 13.1-334. Application to existing associations

§ 13.1-335. Saving clause

§ 13.1-336. Limitations of the use of the word "cooperative."

§ 13.1-337. Foreign associations

§ 13.1-338. Purchasing business of other associations, persons, firms or corporations; stock issued

§ 13.1-339. Merger or consolidation

§ 13.1-340. Sale, mortgage or other disposition of assets

§ 13.1-341. Taxes

§ 13.1-342. Reserved

§ 13.1-343. Application of general corporation laws

§ 13.1-344. Existing associations continued

§ 13.1-345. Verification no longer required; signing instrument containing misstatement as perjury

§ 13.1-346. Definitions

§ 13.1-347. Formation of worker cooperative; purpose

§ 13.1-348. Name

§ 13.1-349. Application of other laws

§ 13.1-350. Revocation of election to be governed as worker cooperative; limitation on mergers

§ 13.1-351. Qualifications of members; membership shares

§ 13.1-352. Voting rights

§ 13.1-353. Net earnings or losses; apportionment, distribution, and payment

§ 13.1-354. Internal capital accounts; redemption of shares; collective reserve account

§ 13.1-355. Internal capital accounting