{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/8.8A-201.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/8.8A-201.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/8.8A-201.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/8.8A-201.html"}],"law_id":78433,"edition_id":1,"section_id":78433,"structure_id":13974,"section_number":"8.8A-201","catch_line":"Issuer","history":"1996, c. 216.","full_text":"a\n\nWith respect to an obligation on or a defense to a security, an “issuer” includes a person that:1\n\nplaces or authorizes the placing of its name on a security certificate, other than as authenticating trustee, registrar, transfer agent, or the like, to evidence a share, participation, or other interest in its property or in an enterprise, or to evidence its duty to perform an obligation represented by the certificate;2\n\ncreates a share, participation, or other interest in its property or in an enterprise, or undertakes an obligation, that is an uncertificated security;3\n\ndirectly or indirectly creates a fractional interest in its rights or property, if the fractional interest is represented by a security certificate; or4\n\nbecomes responsible for, or in place of, another person described as an issuer in this section.b\n\nWith respect to an obligation on or defense to a security, a guarantor is an issuer to the extent of its guaranty, whether or not its obligation is noted on a security certificate.c\n\nWith respect to a registration of a transfer, issuer means a person on whose behalf transfer books are maintained.","order_by":null,"text":{"0":{"id":281101,"text":"With respect to an obligation on or a defense to a security, an “issuer” includes a person that:","type":"section","prefixes":["a"],"prefix":"a","entire_prefix":"a","prefix_anchor":"a","level":1,"next_prefix":"a1"},"1":{"id":281102,"text":"places or authorizes the placing of its name on a security certificate, other than as authenticating trustee, registrar, transfer agent, or the like, to evidence a share, participation, or other interest in its property or in an enterprise, or to evidence its duty to perform an obligation represented by the certificate;","type":"section","prefixes":["a","1"],"prefix":"1","entire_prefix":"a1","prefix_anchor":"a1","level":2,"prior_prefix":"a","next_prefix":"a2"},"2":{"id":281103,"text":"creates a share, participation, or other interest in its property or in an enterprise, or undertakes an obligation, that is an uncertificated security;","type":"section","prefixes":["a","2"],"prefix":"2","entire_prefix":"a2","prefix_anchor":"a2","level":2,"prior_prefix":"a1","next_prefix":"a3"},"3":{"id":281104,"text":"directly or indirectly creates a fractional interest in its rights or property, if the fractional interest is represented by a security certificate; or","type":"section","prefixes":["a","3"],"prefix":"3","entire_prefix":"a3","prefix_anchor":"a3","level":2,"prior_prefix":"a2","next_prefix":"a4"},"4":{"id":281105,"text":"becomes responsible for, or in place of, another person described as an issuer in this section.","type":"section","prefixes":["a","4"],"prefix":"4","entire_prefix":"a4","prefix_anchor":"a4","level":2,"prior_prefix":"a3","next_prefix":"b"},"5":{"id":281106,"text":"With respect to an obligation on or defense to a security, a guarantor is an issuer to the extent of its guaranty, whether or not its obligation is noted on a security certificate.","type":"section","prefixes":["b"],"prefix":"b","entire_prefix":"b","prefix_anchor":"b","level":1,"prior_prefix":"a4","next_prefix":"c"},"6":{"id":281107,"text":"With respect to a registration of a transfer, issuer means a person on whose behalf transfer books are maintained.","type":"section","prefixes":["c"],"prefix":"c","entire_prefix":"c","prefix_anchor":"c","level":1,"prior_prefix":"b"}},"ancestry":[{"id":13974,"edition_id":1,"name":"Issue and Issuer","identifier":"2","label":"part","depth":2,"order_by":1,"parent_id":13421,"metadata":{},"date_created":"2026-06-26 03:46:28","date_modified":"2026-06-26 03:46:28","permalink":{"id":283679,"object_type":"structure","relational_id":13974,"identifier":"2","token":"8.8A\/2","url":"\/8.8A\/2\/","edition_id":1,"permalink":0,"preferred":1}},{"id":13421,"edition_id":1,"name":"Commercial Code \u2014 Investment Securities","identifier":"8.8A","label":"title","depth":1,"order_by":1,"parent_id":null,"metadata":{},"date_created":"2026-06-26 03:44:52","date_modified":"2026-06-26 03:44:52","permalink":{"id":283611,"object_type":"structure","relational_id":13421,"identifier":"8.8A","token":"8.8A","url":"\/8.8A\/","edition_id":1,"permalink":0,"preferred":1}}],"structure_contents":[{"id":78433,"structure_id":13974,"section_number":"8.8A-201","catch_line":"Issuer","url":"\/8.8A-201\/","token":"8.8A\/2\/8.8A-201","metadata":false},{"id":63843,"structure_id":13974,"section_number":"8.8A-202","catch_line":"Issuer's responsibility and defenses; notice of defect or defense","url":"\/8.8A-202\/","token":"8.8A\/2\/8.8A-202","metadata":false},{"id":58495,"structure_id":13974,"section_number":"8.8A-203","catch_line":"Staleness as notice of defect or defense","url":"\/8.8A-203\/","token":"8.8A\/2\/8.8A-203","metadata":false},{"id":64382,"structure_id":13974,"section_number":"8.8A-204","catch_line":"Effect of issuer's restriction on transfer","url":"\/8.8A-204\/","token":"8.8A\/2\/8.8A-204","metadata":false},{"id":71110,"structure_id":13974,"section_number":"8.8A-205","catch_line":"Effect of unauthorized signature on security certificate","url":"\/8.8A-205\/","token":"8.8A\/2\/8.8A-205","metadata":false},{"id":78840,"structure_id":13974,"section_number":"8.8A-206","catch_line":"Completion or alteration of security certificate","url":"\/8.8A-206\/","token":"8.8A\/2\/8.8A-206","metadata":false},{"id":55037,"structure_id":13974,"section_number":"8.8A-207","catch_line":"Rights and duties of issuer with respect to registered owners","url":"\/8.8A-207\/","token":"8.8A\/2\/8.8A-207","metadata":false},{"id":86239,"structure_id":13974,"section_number":"8.8A-208","catch_line":"Effect of signature of authenticating trustee, registrar or transfer agent","url":"\/8.8A-208\/","token":"8.8A\/2\/8.8A-208","metadata":false},{"id":73773,"structure_id":13974,"section_number":"8.8A-209","catch_line":"Issuer's lien","url":"\/8.8A-209\/","token":"8.8A\/2\/8.8A-209","metadata":false},{"id":65945,"structure_id":13974,"section_number":"8.8A-210","catch_line":"Overissue","url":"\/8.8A-210\/","token":"8.8A\/2\/8.8A-210","metadata":false}],"next_section":{"id":63843,"structure_id":13974,"section_number":"8.8A-202","catch_line":"Issuer's responsibility and defenses; notice of defect or defense","url":"\/8.8A-202\/","token":"8.8A\/2\/8.8A-202","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/8.8A-201\/","history_text":"

This law was first created in 1996. The record of its establishment is cataloged in chapter 216<\/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":[{"id":69812,"section_number":"8.8A-102","catch_line":"Definitions","order_by":null,"url":"\/8.8A-102\/"},{"id":58431,"section_number":"8.9A-102","catch_line":"Definitions and index of definitions","order_by":null,"url":"\/8.9A-102\/"}],"refers_to":false,"permalink":{"id":283681,"object_type":"law","relational_id":78433,"identifier":"8.8A-201","token":"8.8A\/2\/8.8A-201","url":"\/8.8A-201\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/8.8A-201\/","token":"8.8A\/2\/8.8A-201","dublin_core":{"Title":"Issuer","Type":"Text","Format":"text\/html","Identifier":"\u00a7 8.8A-201","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

a.<\/span> With respect to an obligation on or a defense to a security, an “issuer<\/span>” includes a person that: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> places or authorizes the placing of its name on a security certificate, other than as authenticating trustee, registrar, transfer agent, or the like, to evidence<\/span> a share, participation, or other interest in its property or in an enterprise, or to evidence<\/span> its duty to perform an obligation represented by the certificate; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> creates a share, participation, or other interest in its property or in an enterprise, or undertakes an obligation, that is an uncertificated security; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

3.<\/span> directly or indirectly creates a fractional interest in its rights or property, if the fractional interest is represented by a security certificate; or <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

4.<\/span> becomes responsible for, or in place of, another person described as an issuer<\/span> in this section. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

b.<\/span> With respect to an obligation on or defense to a security, a guarantor is an issuer<\/span> to the extent of its guaranty, whether or not its obligation is noted on a security certificate. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

c.<\/span> With respect to a registration of a transfer, issuer<\/span> means a person on whose behalf transfer books are maintained. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nISSUER (\u00a7 8.8A-201)\n\na. With respect to an obligation on or a defense to a security, an\n“issuer” includes a person that:\n\n 1. places or authorizes the placing of its name on a security certificate,\n other than as authenticating trustee, registrar, transfer agent, or the like,\n to evidence a share, participation, or other interest in its property or in an\n enterprise, or to evidence its duty to perform an obligation represented by\n the certificate;\n\n 2. creates a share, participation, or other interest in its property or in an\n enterprise, or undertakes an obligation, that is an uncertificated security;\n\n 3. directly or indirectly creates a fractional interest in its rights or\n property, if the fractional interest is represented by a security certificate;\n or\n\n 4. becomes responsible for, or in place of, another person described as an\n issuer in this section.\n\nb. With respect to an obligation on or defense to a security, a guarantor is an\nissuer to the extent of its guaranty, whether or not its obligation is noted on\na security certificate.\n\nc. With respect to a registration of a transfer, issuer means a person on whose\nbehalf transfer books are maintained.\n\nHISTORY: 1996, c. 216.","edition":{"id":1,"name":"2025","slug":"2025","date_created":"2026-06-21 22:39:22","date_modified":"2026-06-21 22:39:22","current":1,"order_by":1,"last_import":null}}