{"data":{"id":"us-va/va.-code-13.1-1099.20","jurisdiction":"us-va","citation":"Va. Code § 13.1-1099.20","heading":"Application of § 13.1-1099.10 after merger","body":"A. A creditor's right that existed under § 13.1-1099.10 immediately before a merger under § 13.1-1099.16 may be enforced after the merger in accordance with the following rules:1. A creditor's right that existed immediately before the merger against the surviving company, a continuing protected series, or a relocated protected series continues without change after the merger.2. A creditor's right that existed immediately before the merger against a non-surviving company:a. May be asserted against an asset of the non-surviving company that vested in the surviving company as a result of the merger; andb. Does not otherwise change.3. Subject to subsection B, the following rules apply:a. In addition to the remedy stated in subdivision 1, a creditor with a right under § 13.1-1099.10 that existed immediately before the merger against a non-surviving company or a relocated protected series may assert the right against:(1) An asset of the surviving company, other than an asset of the non-surviving company that vested in the surviving company as a result of the merger;(2) An asset of a continuing protected series;(3) An asset of a protected series established by the surviving company as a result of the merger;(4) If the creditor's right was against an asset of the non-surviving company, an asset of a relocated protected series; or(5) If the creditor's right was against an asset of a relocated protected series, an asset of a relocated protected series.b. In addition to the remedy stated in subdivision 2, a creditor with a right that existed immediately before the merger against the surviving company or a continuing protected series may assert the right against:(1) An asset of a relocated protected series; or(2) An asset of a non-surviving company that vested in the surviving company as a result of the merger.B. For the purposes of subdivision A 3 and subdivisions B 1a, B 2a, and B 3a of § 13.1-1099.10, the incurrence date is deemed to be the date on which the merger becomes effective.C. A merger under § 13.1-1099.16 does not affect the manner in which § 13.1-1099.10 applies to a liability incurred after the merger.2019, c. 636.","path":["Title 13.1. Corporations","Chapter 12. Virginia Limited Liability Company Act","Article 16. Protected Series"],"source_url":"https://law.lis.virginia.gov/vacode/13.1-1099.20/","current_through":"9/4/2026","vintage":"","retrieved_at":"2026-09-04T15:14:14Z","sha256":"7f282da7e3cc542e33a703ab21c9a6ae8efe0d9bbde5ef74b00427a496660090","source_id":"us-va","stale":true,"prev":"us-va/va.-code-13.1-1099.19","next":"us-va/va.-code-13.1-1099.21"},"notice":"GroundRules: Original legal text. Not legal advice."}