{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/8.8A-204.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/8.8A-204.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/8.8A-204.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/8.8A-204.html"}],"law_id":64382,"edition_id":1,"section_id":64382,"structure_id":13974,"section_number":"8.8A-204","catch_line":"Effect of issuer’s restriction on transfer","history":"1996, c. 216.","full_text":"A restriction on transfer of a security imposed by the issuer, even if otherwise lawful, is ineffective against a person without knowledge of the restriction unless:\n\n1\n\nthe security is certificated and the restriction is noted conspicuously on the security certificate; or2\n\nthe security is uncertificated and the registered owner has been notified of the restriction.","order_by":null,"text":{"0":{"id":234293,"text":"A restriction on transfer of a security imposed by the issuer, even if otherwise lawful, is ineffective against a person without knowledge of the restriction unless:","type":"section","prefixes":[""],"prefix":"","entire_prefix":"","prefix_anchor":"","level":1,"next_prefix":"1"},"1":{"id":234294,"text":"the security is certificated and the restriction is noted conspicuously on the security certificate; or","type":"section","prefixes":["1"],"prefix":"1","entire_prefix":"1","prefix_anchor":"1","level":1,"prior_prefix":"","next_prefix":"2"},"2":{"id":234295,"text":"the security is uncertificated and the registered owner has been notified of the restriction.","type":"section","prefixes":["2"],"prefix":"2","entire_prefix":"2","prefix_anchor":"2","level":1,"prior_prefix":"1"}},"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}],"previous_section":{"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},"next_section":{"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},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/8.8A-204\/","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":72366,"section_number":"8.8A-401","catch_line":"Duty of issuer to register transfer","order_by":null,"url":"\/8.8A-401\/"}],"refers_to":false,"permalink":{"id":283693,"object_type":"law","relational_id":64382,"identifier":"8.8A-204","token":"8.8A\/2\/8.8A-204","url":"\/8.8A-204\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/8.8A-204\/","token":"8.8A\/2\/8.8A-204","dublin_core":{"Title":"Effect of issuer’s restriction on transfer","Type":"Text","Format":"text\/html","Identifier":"\u00a7 8.8A-204","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

A restriction on transfer of a security imposed by the issuer, even if otherwise lawful, is ineffective against a person without knowledge of the restriction unless:<\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> the security is certificated and the restriction is noted conspicuously on the security certificate; or <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> the security is uncertificated and the registered owner has been notified of the restriction. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nEFFECT OF ISSUER’S RESTRICTION ON TRANSFER (\u00a7 8.8A-204)\n\nA restriction on transfer of a security imposed by the issuer, even if otherwise\nlawful, is ineffective against a person without knowledge of the restriction\nunless:\n\n1. the security is certificated and the restriction is noted conspicuously on\nthe security certificate; or\n\n2. the security is uncertificated and the registered owner has been notified of\nthe restriction.\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}}