HB 561 — Corporations and regulated business entities; not set out and obsolete sections of the Code.

SESSION ENROLLED VIRGINIA ACTS OF ASSEMBLY ––-- 2022 SESSION CHAPTER E234 An Act to amend and reenact §§ 13.1-312, 13.1-1123, 54.1-2717, 54.1-3902, 56-509, and 56-537 of the notCode setof outVirginia and obsoleteto sectionsrepeal of§ the13.1-542, Coderelating ofto Virginia.porationscorporations and regulated business eRtities;entities;

Onot [Hset 561]out Land Approvedobsolete Lsections Beof it enacted by the GeneralCode Assembly of Virginia:Virginia.

E[H 1.561] Approved April 8, 2022 Be it enacted by the General Assembly of Virginia:

That1. §§ 13.1-312, 13.1-1123, 54.1-2717, 54.1-3902, 56-509, and 56-537 of the Code of VirginiD are§ 13.1-312.

That §§ 13.1-312, 13.1-1123, 54.1-2717, 54.1-3902, 56-509, and 56-537 of the Code of Virginia are amended and reenacted as follows:

§ 13.1-312.

It is the declared policy of this State the Commonwealth, as one means of improving the economic position of agriculture, to encourage the organization of producers of agricultural products into effective non-profit co-operative nonprofit cooperative associations under the control of such producers, and to that end this Act should shall be liberally construed to accomplish its purposes.purposes.uch producers, and to § 13.1-1123.

§ 13.1-1123.

For purposes of all sections of this Code other than sections in Chapter 7 (§ 13.1-542 13.1-H42.113.1-542.1 et seq.) and in this chapter, whenever the term "professional corporation" is used, that term shal5shall be deemed to include a professional limited liability company, and wherever the terms "shareholder," "employee," "officer" or "agent" are used, those terms shall be deemed to include, as appropriate, the terms member, manager, employee, and agent.

R § 54.1-2717.

No limited liability company shall be organized or foreign limited liability company domesticated in the Commonwealth for the purpose of practicing dentistry other than a professional limited liability comC.company as permitted by Chapter 13 (§ 13.1-1100 et seq.) of Title 13.1.

C.

No professional corporation organized or qualifying under the provisions of Chapter 7 (§ 13.1-542 13.1-542.1 et seq.) of Title 13.1, professional limited liability company organized or qualifying under the provisions of Chapter 13 (§ 13.1-1100 et seq.) of Title 13.1, or registered limited liability partnership registered under the provisions of Article 9.1 (§ 50-73.132 et seq.) of Chapter 2.2 of Title 50 shall render the professional services of attorneys in this Commonwealth unless the professional corporation, professional limited liability company, or registered limited liability partnership is registered under this section.

A professional corporation organized or qualifying under the provisions of Chapter 7 (§ 13.1-542.1 et seq.) of Title 13.1, a professional limited liability company organized or qualifying under the provisions of Chapter 13 (§ 13.1-1100 et seq.) of Title 13.1, or a registered limited liability partnership registered under the provisions of Article 9.1 (§ 50-73.132 et seq.) of Chapter 2.2 of Title 50 shall be issued a professional corporation, a professional limited liability company, or a registered limited liability partnership registration certificate by the Virginia State Bar upon application and pay1.payment of a registration fee of $100, provided that:

1.

The name of the professional corporation, the professional limited liability company, or the registered limited liability partnership and the conduct of its practice conform with the ethical standards which the shareholders, members, managers, partners, employees, and agents are required to observe in the practice of law or patent law as defined in § 54.1-3901 in this Commonwealth and that, in the case of a corporation, the corporate name complies with subsection A of § 13.1-630;

in the case of a limited of 2 liability company, the limited liability company name complies with subsection A of § 13.1-1012;

and, in the case of a registered limited liability partnership, the registered limited liability partnership name of 2 complies with § 50-73.133.