WatchGov

Virginia bills · 2026 Regular Session

Virginia HB 439

Virginia Nonstock Corporation Act; numerous revisions to Act, delayed effective date.

  1. Introduced
  2. In committee
  3. Passed House
  4. Passed Senate
  5. To Governor
  6. Became law

Sponsors

Summary

Official abstract published by the Virginia legislature· SUMMARY AS PASSED

Virginia Nonstock Corporation Act. Provides for numerous revisions to the Virginia Nonstock Corporation Act. Among other revisions, the bill (i) authorizes certain actions to derive from its bylaws in addition to its articles of incorporation, (ii) makes changes to the process of amending articles of incorporation and bylaws, (iii) authorizes inclusion of an exclusive forum provision in the bylaws, (iv) permits transfer of membership interests, (v) authorizes members to bring derivative proceedings, (vi) permits a court to remove a director in certain circumstances, (vii) provides for abandonment of an amendment or restatement of the articles of incorporation, (viii) extends the current provisions related to mergers to include interest exchanges and to provide for parent-subsidiary mergers, (ix) replaces existing provisions on conversion with provisions based on the Virginia Stock Act, and (x) adds provisions governing charitable corporations and charitable assets, including the authority of the Office of the Attorney General with respect to such. The bill includes technical amendments and has a delayed effective date of January 1, 2027. This bill is identical to SB 246.

Text versions

Roll-call votes

State vote data last updated Oct 15, 2026, 8:04 PM.

DateVoteResultYour legislators
Mar 12, 2026
House		H VOTE:passSet your home in Virginia to see
Mar 11, 2026
Senate		Passage RpassSet your home in Virginia to see
Mar 11, 2026
Senate		Reconsider RpassSet your home in Virginia to see
Mar 11, 2026
Senate		Passage RpassSet your home in Virginia to see
Mar 10, 2026
Senate		Constitutional reading dispensed (on 2nd reading)passSet your home in Virginia to see
Mar 9, 2026
Senate		Reported from Commerce and Labor with amendmentspassSet your home in Virginia to see
Feb 4, 2026
House		H VOTE:passSet your home in Virginia to see
Feb 4, 2026
House		H VOTE:passSet your home in Virginia to see
Jan 29, 2026
House		Reported from Labor and Commerce with substitutepassSet your home in Virginia to see
Jan 27, 2026
House		Subcommittee recommends reporting with substitutepassSet your home in Virginia to see

Actions