Can a Virginia city help form an airport authority across the state line in Tennessee and transfer its share of a regional airport to that authority without going back to the General Assembly?

Plain-English summary

Tri-Cities Regional Airport sits in Tennessee and has been jointly owned since 1935 by a mix of Tennessee localities. In 1964, the City of Bristol, Tennessee, sold half of its interest to its cross-border twin, the City of Bristol, Virginia. By 2009, Bristol, Virginia, held 10% of the airport and had one seat on the operating commission. The Tennessee partners wanted to restructure ownership and management by forming a Tennessee airport authority under Tennessee law and having each owner transfer its interest into the authority. The Bristol, Virginia, city attorney asked whether Bristol could do that on its own charter authority, or whether it needed a new act of the Virginia General Assembly to participate in an out-of-state authority.

Attorney General Bob McDonnell concluded that no new state legislation was needed. Bristol's City Charter, § 2.04, expressly grants the city power to acquire, own, operate, and dispose of property "within or without the city and within or without the Commonwealth of Virginia" for airport purposes, and to "join with other political subdivisions within and without the Commonwealth for the purpose of jointly owning, operating and maintaining such property for airport purposes." Because that grant is unambiguous, no further interpretive work was needed; the plain meaning controls. Joining a Tennessee airport authority and transferring Bristol's 10% interest into it falls squarely within the charter language.

The opinion also touched on a background rule of Virginia municipal law: a city is a creature of the state and has no extraterritorial powers unless they are clearly delegated by the General Assembly. Section 2.04 was that clear delegation.

Currency note

This opinion was issued in 2009. Subsequent statutory amendments, court decisions, or later AG opinions may have changed the analysis. Treat this page as historical context, not current legal advice. Verify current law before relying on any specific rule, deadline, or remedy mentioned here.

Background and statutory framework

Virginia follows Dillon's Rule: municipal corporations possess only those powers expressly delegated by the General Assembly, those necessarily implied from express powers, and those essential to the declared purposes of the corporation. The Supreme Court of Virginia stated the extraterritorial corollary in City of Richmond v. Board of Supervisors: "A municipal corporation is a mere local agency of the State and has no powers beyond the corporate limits except such as are clearly and unmistakably delegated by the legislature."

That principle frames the Bristol question. Operating an airport in Tennessee, helping form a Tennessee airport authority, and transferring property into that authority are all extraterritorial acts. They are valid only if Virginia, through Bristol's charter or general state law, has clearly granted the power.

Section 2.04 of the Bristol Charter, enacted by 1990 Va. Acts ch. 542, supplied that clear grant. It provides that the city shall have the power to acquire, construct, own, maintain, regulate, operate, hold, improve, manage, sell, encumber, donate, or otherwise dispose of any property "within or without the city and within or without the Commonwealth of Virginia" for several enumerated purposes, including:

An airport, and to join with other political subdivisions within and without the Commonwealth for the purpose of jointly owning, operating and maintaining such property for airport purposes.

That language is direct. It contemplates joint ownership with out-of-state political subdivisions for airport purposes. The Tennessee airport authority, formed by Tennessee municipalities under Tennessee law, would be exactly such an arrangement.

What the AG concluded

The plain meaning of Section 2.04 controls. Where statutory language is unambiguous, courts apply the plain meaning without resort to interpretive aids. The AG quoted the standard Virginia rule: "'The manifest intention of the legislature, clearly disclosed by its language, must be applied.'" Section 2.04 explicitly contemplates joint ownership of airport property with out-of-state political subdivisions, so Bristol's participation in a Tennessee airport authority falls within the charter's language.

No further General Assembly action is required. Because Section 2.04 already grants the necessary extraterritorial power, Bristol does not need a separate authorization for this specific transaction. The 1990 charter amendment did the legislative work upfront.

The transfer of ownership is part of the same grant. Section 2.04 includes the power to "sell, encumber, donate or otherwise dispose of" property. Transferring Bristol's 10% interest in Tri-Cities Regional Airport into a Tennessee airport authority is a disposition of property within that authority. It is also tied to the airport purpose, which the charter expressly authorizes.

Common questions

Why does this matter for the airport's neighbors and travelers?
At the time of this opinion, restructuring the airport from a multi-locality commission to a single authority would affect how decisions about runway expansion, leasing, and budget were made. Owners and elected officials wanted clean governance. The opinion cleared the legal path for Bristol to participate.

Does this apply to other Virginia cities?
No. The opinion turned on Bristol's specific charter language in § 2.04 of the 1990 charter. Other Virginia cities and counties have their own charters, and the answer depends on whether those documents grant comparable extraterritorial power for airport purposes. A city without that language would need either separate charter authority or a general state-law grant.

Did the AG analyze the Tennessee side?
No. The opinion was limited to Virginia law and Bristol's authority under its charter. The Tennessee side, including whether Tennessee law actually permits Virginia participation in its airport authority, was outside the scope.

Why was the Dillon's Rule recital important?
Because without § 2.04, the default rule is that a Virginia municipality has no extraterritorial powers. The AG had to confirm that the charter was the express delegation that overcomes the default.

Does the same logic apply to selling Bristol's share to a private buyer?
The opinion did not say so. It was about transferring property into a public airport authority, which is consistent with the charter's airport purpose. A sale to a private buyer would still need to fit within § 2.04's grant of authority, but the opinion did not opine on that scenario.

Citations

• City of Bristol Charter § 2.04 (1990 Va. Acts ch. 542)
• Va. Code Ann. § 2.2-505
• City of Richmond v. Bd. of Supvrs., 199 Va. 679 (1958)
• Last v. Va. State Bd. of Med., 14 Va. App. 906 (1992)
• Barr v. Town & Country Props., Inc., 240 Va. 292 (1990)

Source

• Landing page: https://www.oag.state.va.us/annual-reports-opinions/official-opinions
• Original PDF: https://www.oag.state.va.us/files/Opinions/2009/08-096-Curcio.pdf

Original opinion text

COMMONWEALTH of VIRGINIA
Office of the Attorney General
Robert F. McDonnell

900 East Main Street
Richmond, Virginia 23219
804-786-2071
FAX 804-786-1991
Virginia Relay Services
800-828-1120
7-1-1

Attorney General

February 2, 2009

Peter Curcio, Esq.
Bristol City Attorney
P.O. Box 1478
Bristol, Virginia 24201

Dear Mr. Curcio:

I am responding to your request for an official advisory opinion in accordance with § 2.2-505 of the Code of Virginia.

Issue Presented

You ask whether the City of Bristol may participate in the creation of an airport authority located in Tennessee, pursuant to Tennessee law, and transfer its ownership in Tri-Cities Regional Airport, located in Tennessee, to that authority without further action by the General Assembly.

Response

It is my opinion that the Charter of the City of Bristol authorizes the City to participate in the creation of an airport authority, located in Tennessee, pursuant to Tennessee law and transfer its ownership in Tri-Cities Regional Airport, located in Tennessee, to such authority without further action by the General Assembly.

Background

You advise that the Tri-Cities Airport was created by a contract dated October 24, 1935, entered into by the Cities of Bristol, Tennessee, Johnson City, Tennessee, Kingsport, Tennessee, and Sullivan County, Tennessee. The contract called for the creation of a commission to control and administer the airport consisting of twelve members, six from Johnson City, Tennessee, and two each from Kingsport in Sullivan County and Bristol, Tennessee. Thereafter, you relate that Johnson City conveyed one-half of its interest to Washington County in Tennessee. In 1964, the City of Bristol, Tennessee, sold one-half of its interest in the airport to the City of Bristol, Virginia (the "City"). You state that the 1964 agreement sets forth the following ownership interest in the airport: Washington County, Tennessee – 20%; Johnson City, Tennessee – 20%; Sullivan County, Tennessee – 20%; Kingsport, Tennessee – 20%; Bristol, Tennessee – 10%; and, City of Bristol, Virginia – 10%. You note that the City has one member on the Airport Commission.

You conclude that the Charter of the City of Bristol (the "Charter") is sufficiently broad to permit the City to continue its ownership and operation of the airport through the establishment of an authority, rather than in its individual capacity as in the past.[1]

Applicable Law and Discussion

The Supreme Court of Virginia has stated the specific rule to be followed when considering the scope of a municipal corporation's extraterritorial powers:

A municipal corporation is a mere local agency of the State and has no powers beyond the corporate limits except such as are clearly and unmistakably delegated by the legislature.[2]

Therefore, to the extent a statutory provision may have extraterritorial effect, the rule of statutory construction is that

"unless the intention to have a statute operate beyond the limits of the state or country is clearly expressed or indicated by its language, purpose, subject matter, or history, no legislation is presumed to be intended to operate outside the territorial jurisdiction of the state or country enacting it. To the contrary, the presumption is that the statute is intended to have no extraterritorial effect, but to apply only within the territorial jurisdiction of the state or country enacting it. Thus, an extraterritorial effect is not to be given statutes by implication."[3]

As enacted by the General Assembly, § 2.04 of the Charter provides, in pertinent part, that:

The city shall have the power to acquire, construct, own, maintain, regulate, operate, hold, improve, manage, sell, encumber, donate or otherwise dispose of any property, real or personal, or any estate or interest therein, and any structure or improvement thereon, within or without the city and within or without the Commonwealth of Virginia for:
….

5. An airport, and to join with other political subdivisions within and without the Commonwealth for the purpose of jointly owning, operating and maintaining such property for airport purposes[.][4]

Where a statutory provision "is unambiguous, the plain meaning is to be accepted without resort to the rules of statutory interpretation."[5] "'The manifest intention of the legislature, clearly disclosed by its language, must be applied.'"[6] "'"[T]ake the words as written'" … and give them their plain meaning."[7] The clear provisions of the Charter permit the City to "join with other political subdivision within and without the Commonwealth for the purpose of jointly owning … property for airport purposes."[8]

Conclusion

Accordingly, it is my opinion that the Charter of the City of Bristol authorizes the City to participate in the creation of an airport authority, located in Tennessee, pursuant to Tennessee law and transfer its ownership in Tri-Cities Regional Airport, located in Tennessee, to such authority without further action by the General Assembly.

Thank you for letting me be of service to you.

Sincerely,

Robert F. McDonnell
1:213; 1:941/08-096

1. Section 2.2-505(B) requires that an opinion request from a county attorney "shall itself be in the form of an opinion embodying a precise statement of all facts together with such attorney's legal conclusions."
2. City of Richmond v. Bd. of Supvrs., 199 Va. 679, 684, 101 S.E.2d 641, 645 (1958) (citations omitted).
3. 2004 Op. Va. Att'y Gen. 82, 84 (quoting 73 AM. JUR. 2D Statutes § 250, at 431 (2001)).
4. 1990 Va. Acts ch. 542, at 796, 799, 800.
5. Last v. Va. State Bd. of Med., 14 Va. App. 906, 910, 421 S.E.2d 201, 205 (1992).
6. Barr v. Town & Country Props., Inc., 240 Va. 292, 295, 396 S.E.2d 672, 674 (1990) (quoting Anderson v. Commonwealth, 182 Va. 560, 566, 29 S.E.2d 838, 841 (1944)).
7. Adkins v. Commonwealth, 27 Va. App. 166, 169, 497 S.E.2d 896, 897 (1998) (quoting Birdsong Peanut Co. v. Cowling, 8 Va. App. 274, 277, 381 S.E.2d 24, 26 (1989) (quoting Brown v. Lukhard, 229 Va. 316, 321, 330 S.E.2d 84, 87 (1985))).
8. 1990 Va. Acts, supra note 4, at 800.