Protected Series

This is the 2025 edition of the code. There is not the current edition. Browse all editions.

This is Article 16 of the Code of Virginia, titled “Protected Series.” It is part of Chapter 12 “Virginia Limited Liability Company Act”, which is part of Title 13.1 “Corporations”.

It’s comprised of the following 39 sections.

§ 13.1-1088	Definitions
§ 13.1-1089	Nature of protected series
§ 13.1-1090	Powers and duration of protected series
§ 13.1-1091	Governing law
§ 13.1-1092	Relation of operating agreement, this article, and the other articles of this chapter
§ 13.1-1093	Additional limitations on operating agreement
§ 13.1-1094	Rules for applying other articles of this chapter to specified provisions of this article
§ 13.1-1095	Protected series designation; amendment
§ 13.1-1096	Name
§ 13.1-1097	Registered office and registered agent
§ 13.1-1098	Service of process, notice, or demand
§ 13.1-1099	Effectiveness of notice
§ 13.1-1099.1	Annual registration fees
§ 13.1-1099.10	Enforcement of claim against non-associated asset
§ 13.1-1099.11	Events causing dissolution of protected series
§ 13.1-1099.12	Winding up dissolved protected series; voluntary cancellation
§ 13.1-1099.13	Waiver of cancellation upon dissolution; reinstatement of series limited liability company
§ 13.1-1099.14	Protected series may not be party to entity transaction
§ 13.1-1099.15	Restrictions on entity transaction involving a series limited liability company or a foreign series limited liability company
§ 13.1-1099.16	Merger authorized; parties restricted
§ 13.1-1099.17	Plan of merger
§ 13.1-1099.18	Articles of merger
§ 13.1-1099.19	Effect of merger
§ 13.1-1099.2	Associated assets
§ 13.1-1099.20	Application of § 13.1-1099.10 after merger
§ 13.1-1099.21	Governing law; foreign series limited liability companies and foreign protected series
§ 13.1-1099.22	No attribution of activities constituting transacting business or for establishing jurisdiction
§ 13.1-1099.23	Registration of foreign series limited liability company and foreign protected series; amended application; voluntary cancellation; reinstatement
§ 13.1-1099.24	Disclosure required when foreign series limited liability company or foreign protected series subject to proceeding
§ 13.1-1099.25	Uniformity of application and construction
§ 13.1-1099.26	Effect on certain actions
§ 13.1-1099.27	Relation to Electronic Signatures in Global and National Commerce Act
§ 13.1-1099.3	Associated members
§ 13.1-1099.4	Protected series membership interests
§ 13.1-1099.5	Management
§ 13.1-1099.6	Right of person not associated member of protected series to information concerning protected series
§ 13.1-1099.7	Limitations on liability
§ 13.1-1099.8	Claim seeking to disregard limitation of liability
§ 13.1-1099.9	Remedies of judgment creditor of associated member or protected series assignee