{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2026\/code-json\/13.1-785.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2026\/code-text\/13.1-785.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2026\/code-xml\/13.1-785.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2026\/code-html\/13.1-785.html"}],"law_id":346973,"edition_id":2,"section_id":346973,"structure_id":49807,"section_number":"13.1-785","catch_line":"Election of status after formation","history":"2011, c. 698.","full_text":"A corporation that was not formed as a benefit corporation may become a benefit corporation by amending its articles so that they contain, in addition to matters required by \u00a7 13.1-619, a statement that the corporation is a benefit corporation. Any such amendment to the articles of incorporation shall be adopted in accordance with the procedures set forth in \u00a7 13.1-707; however, the amendment shall be approved by all shareholders entitled to vote on the amendment, or if no shares have yet been issued, in accordance with \u00a7 13.1-709.\n\n","order_by":null,"text":{"0":{"id":1294568,"text":"A corporation that was not formed as a benefit corporation may become a benefit corporation by amending its articles so that they contain, in addition to matters required by \u00a7 13.1-619, a statement that the corporation is a benefit corporation. Any such amendment to the articles of incorporation shall be adopted in accordance with the procedures set forth in \u00a7 13.1-707; however, the amendment shall be approved by all shareholders entitled to vote on the amendment, or if no shares have yet been issued, in accordance with \u00a7 13.1-709.","type":"section","prefixes":[""],"prefix":"","entire_prefix":"","prefix_anchor":"","level":1}},"ancestry":[{"id":49807,"edition_id":2,"name":"Benefit Corporations","identifier":"22","label":"article","depth":3,"order_by":22,"parent_id":49780,"metadata":{"child_laws":11,"child_structures":0},"date_created":"2026-08-02 02:15:47","date_modified":"2026-08-02 12:29:14","permalink":{"id":1377843,"object_type":"structure","relational_id":49807,"identifier":"22","token":"13.1\/9\/22","url":"\/13.1\/9\/22\/","edition_id":2,"permalink":0,"preferred":1}},{"id":49780,"edition_id":2,"name":"Virginia Stock Corporation Act","identifier":"9","label":"chapter","depth":2,"order_by":12,"parent_id":49726,"metadata":{"child_laws":265,"child_structures":27},"date_created":"2026-08-02 02:14:54","date_modified":"2026-08-02 12:29:09","permalink":{"id":1377165,"object_type":"structure","relational_id":49780,"identifier":"9","token":"13.1\/9","url":"\/13.1\/9\/","edition_id":2,"permalink":0,"preferred":1}},{"id":49726,"edition_id":2,"name":"Corporations","identifier":"13.1","label":"title","depth":1,"order_by":44,"parent_id":null,"metadata":{"child_laws":894,"child_structures":104},"date_created":"2026-08-02 02:14:01","date_modified":"2026-08-02 12:29:04","permalink":{"id":1374495,"object_type":"structure","relational_id":49726,"identifier":"13.1","token":"13.1","url":"\/13.1\/","edition_id":2,"permalink":0,"preferred":1}}],"structure_contents":[{"id":346970,"structure_id":49807,"section_number":"13.1-782","catch_line":"Definitions","url":"\/13.1-782\/","token":"13.1\/9\/22\/13.1-782","metadata":{"court_decisions":""}},{"id":346971,"structure_id":49807,"section_number":"13.1-783","catch_line":"Application and effect of article","url":"\/13.1-783\/","token":"13.1\/9\/22\/13.1-783","metadata":false},{"id":346972,"structure_id":49807,"section_number":"13.1-784","catch_line":"Formation of benefit corporations","url":"\/13.1-784\/","token":"13.1\/9\/22\/13.1-784","metadata":false},{"id":346973,"structure_id":49807,"section_number":"13.1-785","catch_line":"Election of status after formation","url":"\/13.1-785\/","token":"13.1\/9\/22\/13.1-785","metadata":false},{"id":346974,"structure_id":49807,"section_number":"13.1-786","catch_line":"Termination of status","url":"\/13.1-786\/","token":"13.1\/9\/22\/13.1-786","metadata":{"court_decisions":""}},{"id":346975,"structure_id":49807,"section_number":"13.1-787","catch_line":"Corporate purposes","url":"\/13.1-787\/","token":"13.1\/9\/22\/13.1-787","metadata":{"court_decisions":""}},{"id":346976,"structure_id":49807,"section_number":"13.1-788","catch_line":"Standard of conduct for directors","url":"\/13.1-788\/","token":"13.1\/9\/22\/13.1-788","metadata":{"court_decisions":""}},{"id":346977,"structure_id":49807,"section_number":"13.1-789","catch_line":"Limitation upon liability of officers","url":"\/13.1-789\/","token":"13.1\/9\/22\/13.1-789","metadata":false},{"id":346978,"structure_id":49807,"section_number":"13.1-790","catch_line":"Right of action","url":"\/13.1-790\/","token":"13.1\/9\/22\/13.1-790","metadata":false},{"id":346979,"structure_id":49807,"section_number":"13.1-791","catch_line":"Annual benefit report","url":"\/13.1-791\/","token":"13.1\/9\/22\/13.1-791","metadata":false},{"id":346980,"structure_id":49807,"section_number":"13.1-792","catch_line":"Reserved","url":"\/13.1-792\/","token":"13.1\/9\/22\/13.1-792","metadata":{"court_decisions":""}}],"previous_section":{"id":346972,"structure_id":49807,"section_number":"13.1-784","catch_line":"Formation of benefit corporations","url":"\/13.1-784\/","token":"13.1\/9\/22\/13.1-784","metadata":false},"next_section":{"id":346974,"structure_id":49807,"section_number":"13.1-786","catch_line":"Termination of status","url":"\/13.1-786\/","token":"13.1\/9\/22\/13.1-786","metadata":{"court_decisions":""}},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/13.1-785\/","history_text":"

This law was first created in 2011. The record of its establishment is cataloged in chapter 698<\/a> of that year\u2019s edition of \u201cActs of Assembly,\u201d the annual state publication listing all changes made to the Code of Virginia in that year.<\/p>","references":false,"refers_to":[{"id":346745,"section_number":"13.1-619","catch_line":"Articles of incorporation","order_by":null,"url":"\/13.1-619\/"},{"id":346850,"section_number":"13.1-707","catch_line":"Amendment of articles of incorporation by the board of directors and shareholders","order_by":null,"url":"\/13.1-707\/"},{"id":346852,"section_number":"13.1-709","catch_line":"Amendment of articles of incorporation by incorporators","order_by":null,"url":"\/13.1-709\/"}],"permalink":{"id":1377857,"object_type":"law","relational_id":346973,"identifier":"13.1-785","token":"13.1\/9\/22\/13.1-785","url":"\/13.1-785\/","edition_id":2,"permalink":0,"preferred":1},"url":"\/13.1-785\/","token":"13.1\/9\/22\/13.1-785","dublin_core":{"Title":"Election of status after formation","Type":"Text","Format":"text\/html","Identifier":"\u00a7 13.1-785","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

A corporation that was not formed as a benefit corporation<\/span> may become a benefit corporation<\/span> by amending its articles so that they contain, in addition to matters required by \u00a7 13.1-619<\/a>, a statement that the corporation is a benefit corporation<\/span>. Any such amendment to the articles of incorporation<\/span> shall be adopted in accordance with the procedures set forth in \u00a7 13.1-707<\/a>; however, the amendment shall be approved by all shareholders<\/span> entitled to vote on the amendment, or if no shares<\/span> have yet been issued, in accordance with \u00a7 13.1-709<\/a>.<\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nELECTION OF STATUS AFTER FORMATION (\u00a7 13.1-785)\n\nA corporation that was not formed as a benefit corporation may become a benefit\ncorporation by amending its articles so that they contain, in addition to\nmatters required by \u00a7 13.1-619, a statement that the corporation is a benefit\ncorporation. Any such amendment to the articles of incorporation shall be\nadopted in accordance with the procedures set forth in \u00a7 13.1-707; however, the\namendment shall be approved by all shareholders entitled to vote on the\namendment, or if no shares have yet been issued, in accordance with \u00a7 13.1-709.\n\nHISTORY: 2011, c. 698.","edition":{"id":2,"name":"2026","slug":"2026","date_created":"2026-07-16 18:40:23","date_modified":"2026-08-02 15:14:36","current":1,"order_by":2,"last_import":"2026-08-02 12:37:30"}}