§ 13.1-908.1. Other claims against dissolved corporation.
A. A dissolved corporation may also publish notice of its dissolution and request that persons with claims against the dissolved corporation present them in accordance with the notice.
B. The notice shall:
1. Be published one time in a newspaper of general circulation in the city or county where the dissolved corporation's principal office, or, if none in the Commonwealth, its registered office, is or was last located;
2. Describe the information that is required to be included in a claim and provide a mailing address to which the claim may be sent; and
3. State that a claim against the dissolved corporation will be barred unless a proceeding to enforce the claim is commenced prior to the earlier of the expiration of any applicable statute of limitations or three years after the date of publication of the notice.
C. If the dissolved corporation publishes a newspaper notice in accordance with subsection B, the claim of each of the following claimants is barred unless the claimant commences a proceeding to enforce the claim against the dissolved corporation prior to the earlier of the expiration of any applicable statute of limitations or three years after the publication date of the newspaper notice:
1. A claimant who was not given written notice under § 13.1-908;
2. A claimant whose claim was sent in a timely manner to the dissolved corporation but not acted on; and
3. A claimant whose claim does not meet the definition of a claim in subsection D of § 13.1-908.
D. A claim that is not barred by subsection C of § 13.1-908 or subsection C of this section may be enforced:
1. Against the dissolved corporation, to the extent of its undistributed assets; or
2. Except as provided in subsection D of § 13.1-908.2, if the assets have been distributed in liquidation, against a member of the dissolved corporation to the extent of the member's pro rata share of the claim or the corporate assets distributed to the member in liquidation, whichever is less, but a member's total liability for all claims under this section may not exceed the total amount of assets distributed to the member.
(2007, c. 925.)
Sections: Previous 13.1-902 13.1-903 13.1-904 13.1-905 13.1-906 13.1-907 13.1-908 13.1-908.1 13.1-908.2 13.1-908.3 13.1-909 13.1-910 13.1-911 13.1-912 13.1-913 NextLast modified: April 16, 2009