A. A foreign corporation may not transact business in the Commonwealth until it obtains a certificate of authority from the Commission.
B. The following activities, among others, do not constitute transacting business within the meaning of subsection A:
1. Maintaining, defending, mediating, arbitrating, or settling any proceeding;
2. Holding meetings of the board of directors or shareholders or carrying on other activities concerning internal corporate affairs;
3. Maintaining accounts in financial institutions;
4. Maintaining offices or agencies for the transfer, exchange, and registration of the corporation's own securities or maintaining trustees or depositories with respect to those securities;
5. Selling through independent contractors;
6. Soliciting or obtaining orders, by any means, if the orders require acceptance outside the Commonwealth before they become contracts;
7. Creating or acquiring indebtedness, deeds of trust, or security interests in property;
8. Securing or collecting debts or enforcing deeds of trust or security interests in property securing the debts, and holding, protecting, or maintaining property so acquired;
9. Owning, protecting, and maintaining property;
10. Conducting an isolated transaction that is completed within 30 consecutive days and that is not one in the course of similar transactions;
11. 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 that are sent outside of the Commonwealth for processing, editing, marketing, and distribution;
12. Serving, without more, as a general partner of, or as a partner in a partnership which is a general partner of, a domestic or foreign limited partnership that does not otherwise transact business in the Commonwealth; or
13. Transacting business in interstate commerce.
C. The list of activities in subsection B is not exhaustive.
D. This section does not apply in determining the contacts or activities that may subject a foreign corporation to service of process, taxation, or regulation under the laws of the Commonwealth other than this chapter.
E. The term "transacting business" as used in this section shall have no effect on personal jurisdiction under § 8.01-328.1.
Code 1950, §§ 13.1-102 to 13.1-102.2; 1956, c. 428; 1962, c. 239; 1980, c. 630; 1985, c. 522; 1990, c. 428; 2005, c. 765; 2019, c. 734.
Notes of Decisions
Shavin v. Commonwealth, 437 S.E.2d 411 (Va. Ct. App. 1993).
· cites it 2× “Code § 13.1-757. III. Third, appellant argues that the evidence was insufficient to support his conviction because it required that the court make a finding of intent as to a fictitious person, the Larry Parker portrayed by Agent Burchett.”
S. Christian Leadership v. Shannon, 613 S.E.2d 596 (Va. 2005).
· cites it 4× “Prior to the dispute described herein, Georgia SCLC did not obtain a certificate of authority to transact business pursuant to Code §§ 13.1-757 and -759 (or their predecessors), and did not file a fictitious name certificate pursuant to Code § 59.”
Search Consultants of New England, Inc. v. Driven, Inc., No. 1:20-cv-00121 (E.D. Va. May 13, 2020).
· cites it 27× “For the reasons that follow, defendant’s motion must be denied; the record does not reflect that plaintiff is “transacting business” in Virginia within the meaning of Va. Code § 13.1-757 and thus plaintiff need not obtain a certificate of authority to maintain this action…”
QuesTech, Inc. v. Liteco, Ag, 735 F. Supp. 187 (E.D. Va. 1990).
· cites it 4× “Section 13.1-757 of the Code of Virginia provides a partial list of activities which do not *189 constitute transacting business.”
PC-Expanders, Inc. v. Subsystem Tech., Inc., 28 Va. Cir. 231 (Fairfax Cir. Ct. 1992).
· cites it 2× “The corporate Defendant, Subsystems Technologies, Incorporated, is a Maryland corporation which failed to obtain a certificate of authority to transact business in this Commonwealth pursuant to Va. Code Ann. § 13.1-757 (A) (1950), until April 29, 1988.”
Wachovia Mortg. Co. v. Vaughan, 32 Va. Cir. 170 (Richmond County Cir. Ct. 1993).
· cites it 18× “Va. Code § 13.1-757 provides in pertinent part: “[a] foreign corporation may not transact business in this Commonwealth until it obtains a certificate of authority from the [State Corporation] Commission.”
Holliday v. Scansea, Inc., 350 S.E.2d 607 (Va. 1986).
“1-102 (now § 13.1-757). At that time, Code § 13.1-119 (repealed by Acts 1985, c.”
Am. Express Centurion Bank v. Li Tsai, 73 Va. Cir. 358 (Fairfax Cir. Ct. 2007).
· cites it 10× “Because none of the Plaintiffs business activities constitute “transacting business” under Va. Code § 13.1-757, the Plaintiff cannot be said to be “transacting business without authority.”
Makuta v. Xerox Corp., 39 Va. Cir. 473 (Loudoun Cir. Ct. 1996).
· cites it 4× “This Defendant does not transact business in the Commonwealth of Virginia as defined in § 13.1-757 of the Virginia Code (affidavit attached).”
Mueller v. Dyncorp, 20 Va. Cir. 47 (Fairfax Cir. Ct. 1989).
“This result is consistent with § 13.1-757(B), which lists the types of activity which are not sufficient to *50 support jurisdiction under § 13.”
Va. Code Ann. § 13.1-757(B): 4 cases
Search Consultants of New England, Inc. v. Driven, Inc., No. 1:20-cv-00121 (E.D. Va. May 13, 2020).
“For the reasons that follow, defendant’s motion must be denied; the record does not reflect that plaintiff is “transacting business” in Virginia within the meaning of Va. Code § 13.1-757 and thus plaintiff need not obtain a certificate of authority to maintain this action…”
Wachovia Mortg. Co. v. Vaughan, 32 Va. Cir. 170 (Richmond County Cir. Ct. 1993).
“Va. Code § 13.1-757 provides in pertinent part: “[a] foreign corporation may not transact business in this Commonwealth until it obtains a certificate of authority from the [State Corporation] Commission.”
Am. Express Centurion Bank v. Li Tsai, 73 Va. Cir. 358 (Fairfax Cir. Ct. 2007).
“Because none of the Plaintiffs business activities constitute “transacting business” under Va. Code § 13.1-757, the Plaintiff cannot be said to be “transacting business without authority.”
Mueller v. Dyncorp, 20 Va. Cir. 47 (Fairfax Cir. Ct. 1989).
“This result is consistent with § 13.1-757(B), which lists the types of activity which are not sufficient to *50 support jurisdiction under § 13.”
Va. Code Ann. § 13.1-757(B)(6): 1 case
Am. Express Centurion Bank v. Li Tsai, 73 Va. Cir. 358 (Fairfax Cir. Ct. 2007).
“Because none of the Plaintiffs business activities constitute “transacting business” under Va. Code § 13.1-757, the Plaintiff cannot be said to be “transacting business without authority.”
Va. Code Ann. § 13.1-757(B)(8): 1 case
Wachovia Mortg. Co. v. Vaughan, 32 Va. Cir. 170 (Richmond County Cir. Ct. 1993).
“Va. Code § 13.1-757 provides in pertinent part: “[a] foreign corporation may not transact business in this Commonwealth until it obtains a certificate of authority from the [State Corporation] Commission.”
Va. Code Ann. § 13.1-757(D): 1 case
Search Consultants of New England, Inc. v. Driven, Inc., No. 1:20-cv-00121 (E.D. Va. May 13, 2020).
“For the reasons that follow, defendant’s motion must be denied; the record does not reflect that plaintiff is “transacting business” in Virginia within the meaning of Va. Code § 13.1-757 and thus plaintiff need not obtain a certificate of authority to maintain this action…”
Va. Code Ann. § 13.1-757(E): 1 case
Search Consultants of New England, Inc. v. Driven, Inc., No. 1:20-cv-00121 (E.D. Va. May 13, 2020).
“For the reasons that follow, defendant’s motion must be denied; the record does not reflect that plaintiff is “transacting business” in Virginia within the meaning of Va. Code § 13.1-757 and thus plaintiff need not obtain a certificate of authority to maintain this action…”
Annotations are extracted automatically from the opinions in the
Syfert caselaw corpus and ranked by authority, recency, and
treatment. Dots show Syfertize treatment of the citing case itself.