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Subject: Dissolution of HOA in Virgina
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Author Messages
SandraT7
(Virginia)

Posts:2


02/22/2021 3:17 PM  
I would like to know what percentage of members need to vote for dissolution in Virgina. Also, do we have to get permission from the state to proceed. We are in the process of selling off the lots that the city rezoned for us and we will no longer have any common area. There will be no reason to collect dues from Members and we all would like for it to be disbanded. We are a very small neighborhood of 70 homes.
TimB4
(Virginia)

Posts:17373


02/22/2021 3:30 PM  
If the Association has zero obligations, (street lights, trash service, snow removal, common area maintenance, storm water detention ponds, etc.) then you need to do the following (as I understand it):


1) Verify all obligations for upkeep and service are eliminated.
If not eliminated, do not proceed.


2) In accordance with the Declaration of Covenants, Conditions and Restrictions (CC&Rs), amend the covenants to keep what deed restrictions you want and remove any reference to the assessments, creation of Association, responsibilities of the Association, etc.

Might be best to have an attorney look it over for the proper legalize before a membership vote.

File paperwork with the county/city

If the amendment fails, do not proceed.


3) In accordance with the Articles of incorporation (% found there) dissolve the corporation.
File appropriate paper work with the Corporations Commission once done.
TimB4
(Virginia)

Posts:17373


02/22/2021 3:35 PM  
Note: If you are successful in dissolving your Association from the deed restrictions, please share your experience.



Note: If you are successful, any violations of existing deed restrictions (pink house for example), will require an individual to take the violator to court.
SandraT7
(Virginia)

Posts:2


02/22/2021 6:30 PM  
Thank you for your thoughtful response! Would you happen to know the percentage of members that are required to vote yes on disbanding, I have done a lot of searching and so far not found what that number is in Virginia.
TimB4
(Virginia)

Posts:17373


02/22/2021 8:02 PM  
The number should be in the governing documents.

In the covenants, it should be under amending.

In the Articles of Incorporation, it would also be under the section of amending.
TimB4
(Virginia)

Posts:17373


02/22/2021 8:04 PM  
Sorry, Our Articles of Incorporation actually has a section on dissolution(but that is for the Corporation not the Association itself).

The Covenants typically take 2/3 or greater.
Each Association can be different.
It will depend on the language in your document.
TimB4
(Virginia)

Posts:17373


02/22/2021 8:34 PM  
To dissolve the corporation known as HOA,Inc., it looks like you need 2/3 membership approval:


§ 13.1-902. Dissolution by directors and members

A. Where there are members having voting rights, a corporation's board of directors may propose dissolution for submission to the members.

B. For a proposal to dissolve to be adopted:

1. The board of directors shall recommend dissolution to the members unless the board of directors determines that because of conflict of interests or other special circumstances it should make no recommendation and communicates the basis for its determination to the members; and

2. The members entitled to vote shall approve the proposal to dissolve as provided in subsection E.

C. The board of directors may condition its submission of the proposal for dissolution on any basis.

D. The corporation shall notify each member entitled to vote of the proposed members' meeting in accordance with § 13.1-842. The notice shall also state that the purpose, or one of the purposes, of the meeting is to consider dissolving the corporation.

E. Unless the board of directors, acting pursuant to subsection C, requires a greater vote, dissolution to be authorized shall have been approved by more than two-thirds of all the votes cast on the proposal to dissolve at a meeting at which a quorum exists. The articles of incorporation may provide for a greater or lesser vote than that provided for in this subsection or a vote by separate voting groups so long as the vote provided for is not less than a majority of all the votes cast by each voting group entitled to vote on the proposed dissolution at a meeting at which a quorum of the voting group exists.
TimB4
(Virginia)

Posts:17373


02/22/2021 8:36 PM  
If the Covenants are silent, then you need 2/3
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Forums > Homeowner Association > HOA Discussions > Dissolution of HOA in Virgina



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