78505213.1-919Virginia Decodedhttps://vacode.org2016CorporationsVirginia Nonstock Corporation ActForeign CorporationsAuthority to transact business requiredCode 1950, §§ 13.1-265 to 13.1-265.2; 1956, c. 428; 1962, c. 239; 1980, c. 630; 1985, c. 522; 2007, c. 925.A foreign corporation may not transact business in the Commonwealth until it obtains a certificate of authority from the Commission.sectionAA1The following activities, among others, do not constitute transacting business within the meaning of subsection A:sectionBB1 Maintaining, defending, or settling any proceeding;sectionB1B12 Holding meetings of the board of directors or members or carrying on other activities concerning internal corporate affairs;sectionB2B22 Maintaining bank accounts;sectionB3B32 Selling through independent contractors;sectionB4B42 Soliciting or obtaining orders, whether by mail or through employees or agents or otherwise, if the orders require acceptance outside the Commonwealth before they become contracts;sectionB5B52 Creating or acquiring indebtedness, deeds of trust, and security interests in real or personal property;sectionB6B62 Securing or collecting debts or enforcing deeds of trust and security interests in property securing the debts;sectionB7B72 Owning, without more, real or personal property;sectionB8B82 Conducting an isolated transaction that is completed within 30 days and that is not one in the course of repeated transactions of a like nature;sectionB9B92 For a period of less than 90 consecutive days, producing, directing, filming, crewing or acting in motion picture feature films, television series or commercials, or promotional films which are sent outside of the Commonwealth for processing, editing, marketing and distribution; orsectionB10B102 Serving, without more, as a general partner of or as a partner in a partnership that is a general partner of a domestic or foreign limited partnership that does not otherwise transact business in the Commonwealth.sectionB11B112The list of activities in subsection B is not exhaustive.sectionCC1http://law.lis.virginia.gov/vacode/13.1-919//13.1-919/13.1/10/14/13.1-91913.1-898.438.2-102738.2-200