Virginia General Assembly Reverses Virginia Supreme Court on Requirement that Leases of more than Five Years be in the form of a Deed - Statute of Conveyances Amended in Response to Game Place Decision
In legislative action that will be welcomed by Virginia landlords and their mortgage lenders, the Virginia General Assembly, in its most recent session, amended the Virginia Statute of Conveyances (Va. Code Ann. § 55-2) to eliminate the requirement that leases for a term of more than five years be in the form of a deed of lease. The General Assembly’s action came in response to last year’s Virginia Supreme Court decision in The Game Place, L.L.C. v. Fredericksburg 35, LLC, 813 S.E.2d 312 (Va. 2018), which had held that the failure of a lease to be in the form of a deed (as prescribed by the Statute of Conveyances) rendered it a month-to-month lease, thus terminable by the tenant when the lease no longer served its business needs.1
The Virginia General Assembly amended § 55-2 to specify that a lease agreement or other written document conveying a non-freehold estate in land is not invalid, unenforceable, or subject to repudiation by the parties on the basis that the conveyance of the estate was not in the form of a deed. The amendment further replaced all references throughout the Virginia Code to “deed of lease” with the term “lease.” The amendment contained an emergency clause rendering it immediately operative upon Governor Northam’s signing it into law on February 13, 2019. The amendment is retroactive, applying to leases entered into before and remaining in effect as of the effective date of the new law.
1For a discussion of the law as construed in the Game Place case, click here to see Polsinelli’s August 2018 Alert titled “Yes, Virginia, Leases for More than 5 Years Really Do Need to be in the Form of a Deed” by Diane Shapiro Richer and Blake L. Daniels.