§ 13.1-1050. (Effective until April 1, 2009) Articles of cancellation
A. When the affairs of a limited liability company have been wound up, it shall file articles of cancellation with the Commission. The winding up of a limited liability company shall be completed when all debts, liabilities, and obligations of the limited liability company have been paid and discharged or reasonably adequate provision therefor has been made, and all of the remaining property and assets of the limited liability company have been distributed to the members. The articles shall set forth:
1. The name of the limited liability company;
2. The date of filing of the articles of organization;
3. The reason for filing the articles of cancellation;
4. A statement that the limited liability company has completed the winding up of its affairs; and
5. Any other information the members determine to include therein.
B. If the Commission finds that the articles of cancellation comply with the requirements of law and that all required fees have been paid, it shall by order issue a certificate of cancellation, canceling the limited liability company's certificate of organization. Upon the effective date of such certificate, the existence of the limited liability company shall cease, except for the purpose of suits, other proceedings, and appropriate actions by members as provided in this chapter.
(1991, c. 168; 2006, c. 748.)
§ 13.1-1050. (Effective April 1, 2009) Articles of cancellation.
A. When the affairs of a limited liability company have been wound up pursuant to § 13.1-1048, it shall file articles of cancellation with the Commission. The articles shall set forth:
1. The name of the limited liability company;
2. The effective date of its certificate of organization;
3. The reason for filing the articles of cancellation;
4. A statement that the limited liability company has completed the winding up of its affairs; and
5. Any other information the members determine to include therein.
B. If the Commission finds that the articles of cancellation comply with the requirements of law and that all required fees have been paid, it shall by order issue a certificate of cancellation, canceling the limited liability company's existence. Upon the effective date of such certificate, the existence of the limited liability company shall cease, except for the purpose of suits, other proceedings, and appropriate actions by members as provided in this chapter.
(1991, c. 168; 2006, c. 748; 2008, c. 108.)
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