2006 Code of Virginia § 13.1-898 - Merger with foreign corporation

13.1-898. Merger with foreign corporation.

A. One or more foreign corporations may merge with one or more domesticcorporations if:

1. The merger is permitted by the laws of the state or country under whoselaw each foreign corporation is incorporated and each foreign corporationcomplies with that law in effecting the merger;

2. The foreign corporation complies with 13.1-896 if it is the survivingcorporation of the merger; and

3. Each domestic corporation complies with the applicable provisions of 13.1-894 and 13.1-895 and the surviving corporation of the merger complieswith 13.1-896.

B. Upon a merger's taking effect, the surviving foreign corporation in themerger is deemed to appoint the clerk of the Commission as its agent forservice of process in a proceeding to enforce any obligation of each domesticcorporation party to the merger.

C. No corporation that is required by law to be a domestic corporation may,by merger, cease to be a domestic corporation, but every such corporation,even though a corporation of such other state, the United States or anothercountry, shall also be a domestic corporation of this Commonwealth.

(Code 1950, 13.1-242.1; 1960, c. 300; 1985, c. 522; 2002, c. 607.)