Virginia § 13.1-1047.1 Waiver of cancellation

Virginia Statutes

§ 13.1-1047.1 — Waiver of cancellation

Virginia § 13.1-1047.1

Title 13.1CORPORATIONS

Ch. 12VIRGINIA LIMITED LIABILITY COMPANY ACT

Art. 9DISSOLUTION

This text of Virginia § 13.1-1047.1 (Waiver of cancellation) is published on Counsel Stack Legal Research, covering Virginia primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

Va. Code Ann. § 13.1-1047.1 (2026).

Text

Except in the case of an event of dissolution described in subdivision 4 or 5 of § 13.1-1046, at any time after the dissolution of a limited liability company and before the winding up of its business is completed, all of the members may waive the right to have the limited liability company's business wound up and its existence canceled. In that event:

1.The limited liability company resumes carrying on its business as if dissolution had never occurred, and any liability incurred by the limited liability company or a member after the dissolution and before the waiver is determined as if dissolution had never occurred; and

2.The rights of a third party arising out of conduct in reliance on the dissolution before the third party knew or received a notification of the waiver may not be ad

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Except in the case of an event of dissolution described in subdivision 4 or 5 of § 13.1-1046, at any time after the dissolution of a limited liability company and before the winding up of its business is completed, all of the members may waive the right to have the limited liability company's business wound up and its existence canceled. In that event:

1. The limited liability company resumes carrying on its business as if dissolution had never occurred, and any liability incurred by the limited liability company or a member after the dissolution and before the waiver is determined as if dissolution had never occurred; and

2. The rights of a third party arising out of conduct in reliance on the dissolution before the third party knew or received a notification of the waiver may not be adversely affected.