CODE OF VIRGINIA

DEFINITIONS (§ 13.1-715.1)

As used in this article:

   “Merger” means a business combination pursuant to § 13.1-716.

“Party to a merger” or “party to a share exchange” means
any domestic or foreign corporation or eligible entity that will:

   1.  Merge under a plan of merger;

   2.  Acquire shares of another domestic or foreign corporation or eligible
   interests in an eligible entity in a share exchange; or

   3.  Have all of its shares or eligible interests or all of one or more classes
   or series of its shares or eligible interests acquired in a share exchange.

“Share exchange” means a business combination pursuant to §
13.1-717.”Survivor” in a merger means the domestic or foreign
corporation or the eligible entity into which one or more other domestic or
foreign corporations or eligible entities are merged. A survivor of a merger may
preexist the merger or be created by the merger.

HISTORY: 2005, c. 765.